Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 02, 2021 | |
Document and Entity Information [Abstract] | ||
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2021 | |
Entity Registrant Name | GLOBUS MEDICAL, INC. | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Title of 12(b) Security | Class A Common Stock, par value $.001 per share | |
Trading Symbol | GMED | |
Security Exchange Name | NYSE | |
Entity File Number | 001-35621 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 04-3744954 | |
Entity Address, Address Line One | 2560 General Armistead Avenue | |
Entity Address, City or Town | Audubon | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19403 | |
City Area Code | 610 | |
Local Phone Number | 930-1800 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 101,470,823 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001237831 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash, cash equivalents, and restricted cash | $ 361,876 | $ 239,397 |
Short-term marketable securities | 191,319 | 187,344 |
Accounts receivable, net of allowances of $4,930 and $4,408, respectively | 159,576 | 141,676 |
Inventories | 234,368 | 229,153 |
Prepaid expenses and other current assets | 16,207 | 17,771 |
Income taxes receivable | 17,168 | 6,424 |
Total current assets | 980,514 | 821,765 |
Property and equipment, net of accumulated depreciation of $301,163 and $276,451, respectively | 215,665 | 216,879 |
Long-term marketable securities | 431,814 | 358,522 |
Intangible assets, net | 73,095 | 86,949 |
Goodwill | 166,578 | 156,716 |
Other assets | 33,574 | 32,039 |
Deferred income taxes | 9,338 | 6,615 |
Total assets | 1,910,578 | 1,679,485 |
Current liabilities: | ||
Accounts payable | 20,678 | 18,205 |
Accrued expenses | 81,480 | 78,334 |
Income taxes payable | 1,971 | 1,101 |
Business acquisition liabilities | 8,729 | 5,777 |
Deferred revenue | 9,667 | 8,125 |
Payable to broker | 9,250 | |
Total current liabilities | 122,525 | 120,792 |
Business acquisition liabilities, net of current portion | 49,113 | 31,493 |
Deferred income taxes | 4,792 | 6,202 |
Other liabilities | 15,879 | 14,701 |
Total liabilities | 192,309 | 173,188 |
Commitments and contingencies (Note 15) | ||
Equity: | ||
Additional paid-in capital | 542,055 | 457,161 |
Accumulated other comprehensive income (loss) | (3,054) | 3,955 |
Retained earnings | 1,179,167 | 1,045,082 |
Total equity | 1,718,269 | 1,506,297 |
Total liabilities and equity | 1,910,578 | 1,679,485 |
Common Class A [Member] | ||
Equity: | ||
Common stock | 79 | 77 |
Common Class B [Member] | ||
Equity: | ||
Common stock | $ 22 | $ 22 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Accounts receivable, allowances | $ 4,930 | $ 4,408 |
Property and equipment | ||
Accumulated depreciation | $ 301,163 | $ 276,451 |
Equity: | ||
Common stock, shares authorized | 775,000,000 | |
Common Class A [Member] | ||
Equity: | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 79,029,625 | 77,284,007 |
Common stock, shares outstanding | 79,029,625 | 77,284,007 |
Common Class B [Member] | ||
Equity: | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 275,000,000 | 275,000,000 |
Common stock, shares issued | 22,430,097 | 22,430,097 |
Common stock, shares outstanding | 22,430,097 | 22,430,097 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Condensed Consolidated Statements of Operations and Comprehensive Income [Abstract] | ||||
Net sales | $ 229,721 | $ 216,098 | $ 708,081 | $ 555,597 |
Cost of goods sold | 58,554 | 57,097 | 177,427 | 156,604 |
Gross profit | 171,167 | 159,001 | 530,654 | 398,993 |
Operating expenses: | ||||
Research and development | 15,853 | 14,421 | 46,324 | 69,278 |
Selling, general and administrative | 96,444 | 89,152 | 301,589 | 262,710 |
Provision for litigation | 605 | 511 | 197 | |
Amortization of intangibles | 4,573 | 4,152 | 13,970 | 12,043 |
Acquisition related costs | 363 | 1,263 | 14,507 | 1,867 |
Total operating expenses | 117,838 | 108,988 | 376,901 | 346,095 |
Operating income/(loss) | 53,329 | 50,013 | 153,753 | 52,898 |
Other income/(expense), net: | ||||
Interest income/(expense), net | 2,105 | 3,085 | 7,358 | 10,999 |
Foreign currency transaction gain/(loss) | (898) | (170) | (969) | (806) |
Other income/(expense) | (84) | 202 | 437 | 595 |
Total other income/(expense), net | 1,123 | 3,117 | 6,826 | 10,788 |
Income/(loss) before income taxes | 54,452 | 53,130 | 160,579 | 63,686 |
Income tax provision | 7,241 | 8,914 | 26,494 | 14,358 |
Net income/(loss) | 47,211 | 44,216 | 134,085 | 49,328 |
Other comprehensive income/(loss): | ||||
Unrealized gain/(loss) on marketable securities, net of tax | (991) | (770) | (3,431) | 2,285 |
Foreign currency translation gain/(loss) | (491) | 1,679 | (3,578) | 2,820 |
Total other comprehensive income/(loss) | (1,482) | 909 | (7,009) | 5,105 |
Comprehensive income/(loss) | $ 45,729 | $ 45,125 | $ 127,076 | $ 54,433 |
Earnings per share: | ||||
Basic | $ 0.47 | $ 0.45 | $ 1.33 | $ 0.50 |
Diluted | $ 0.45 | $ 0.44 | $ 1.30 | $ 0.49 |
Weighted average shares outstanding: | ||||
Basic | 101,104 | 98,217 | 100,477 | 98,453 |
Diluted | 104,418 | 100,485 | 103,430 | 100,823 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands | Cumulative Effect Of Adoption Of Accouting Standards [Member]Retained Earnings [Member] | Cumulative Effect Of Adoption Of Accouting Standards [Member] | Common Stock [Member]Common Class A [Member] | Common Stock [Member]Common Class B [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income/(Loss) [Member] | Retained Earnings [Member] | Total |
Shares, Outstanding, Beginning Balance at Dec. 31, 2019 | 77,394 | 22,431 | ||||||
Total equity, beginning of period at Dec. 31, 2019 | $ 77 | $ 22 | $ 357,320 | $ (2,898) | $ 1,047,931 | $ 1,402,452 | ||
Stock-based compensation | 6,902 | 6,902 | ||||||
Exercise of stock options (shares) | 190 | |||||||
Exercise of stock options | $ 1 | 5,762 | 5,763 | |||||
Comprehensive income/(loss) | (3,368) | 25,949 | 22,581 | |||||
Repurchase and retirement of common stock (shares) | (1,920) | |||||||
Repurchase and retirement of common stock | $ (2) | (73,862) | (73,864) | |||||
Total equity, end of period at Mar. 31, 2020 | $ (468) | $ (468) | $ 76 | $ 22 | 369,984 | (6,266) | 999,550 | 1,363,366 |
Shares, Outstanding, Ending Balance at Mar. 31, 2020 | 75,664 | 22,431 | ||||||
Shares, Outstanding, Beginning Balance at Dec. 31, 2019 | 77,394 | 22,431 | ||||||
Total equity, beginning of period at Dec. 31, 2019 | $ 77 | $ 22 | 357,320 | (2,898) | 1,047,931 | 1,402,452 | ||
Comprehensive income/(loss) | 54,433 | |||||||
Total equity, end of period at Sep. 30, 2020 | $ 76 | $ 22 | 422,774 | 2,207 | 992,125 | 1,417,204 | ||
Shares, Outstanding, Ending Balance at Sep. 30, 2020 | 76,242 | 22,430 | ||||||
Shares, Outstanding, Beginning Balance at Mar. 31, 2020 | 75,664 | 22,431 | ||||||
Total equity, beginning of period at Mar. 31, 2020 | $ (468) | $ (468) | $ 76 | $ 22 | 369,984 | (6,266) | 999,550 | 1,363,366 |
Stock-based compensation | 7,426 | 7,426 | ||||||
Exercise of stock options (shares) | 434 | |||||||
Exercise of stock options (shares) | (1) | |||||||
Exercise of stock options | 10,201 | 10,201 | ||||||
Comprehensive income/(loss) | 7,564 | (20,837) | (13,273) | |||||
Repurchase and retirement of common stock (shares) | (771) | |||||||
Repurchase and retirement of common stock | $ (1) | (30,804) | (30,805) | |||||
Total equity, end of period at Jun. 30, 2020 | $ 75 | $ 22 | 387,611 | 1,298 | 947,909 | 1,336,915 | ||
Shares, Outstanding, Ending Balance at Jun. 30, 2020 | 75,327 | 22,430 | ||||||
Stock-based compensation | 7,007 | 7,007 | ||||||
Exercise of stock options (shares) | 915 | |||||||
Exercise of stock options | $ 1 | 28,156 | 28,157 | |||||
Comprehensive income/(loss) | 909 | 44,216 | 45,125 | |||||
Total equity, end of period at Sep. 30, 2020 | $ 76 | $ 22 | 422,774 | 2,207 | 992,125 | 1,417,204 | ||
Shares, Outstanding, Ending Balance at Sep. 30, 2020 | 76,242 | 22,430 | ||||||
Shares, Outstanding, Beginning Balance at Dec. 31, 2020 | 77,284 | 22,430 | ||||||
Total equity, beginning of period at Dec. 31, 2020 | $ 77 | $ 22 | 457,161 | 3,955 | 1,045,082 | 1,506,297 | ||
Stock-based compensation | 7,883 | 7,883 | ||||||
Grant of restricted stock units | 163 | 163 | ||||||
Exercise of stock options (shares) | 303 | |||||||
Exercise of stock options | $ 1 | 9,100 | 9,101 | |||||
Comprehensive income/(loss) | (5,779) | 45,329 | 39,550 | |||||
Total equity, end of period at Mar. 31, 2021 | $ 78 | $ 22 | 474,307 | (1,824) | 1,090,411 | 1,562,994 | ||
Shares, Outstanding, Ending Balance at Mar. 31, 2021 | 77,587 | 22,430 | ||||||
Shares, Outstanding, Beginning Balance at Dec. 31, 2020 | 77,284 | 22,430 | ||||||
Total equity, beginning of period at Dec. 31, 2020 | $ 77 | $ 22 | 457,161 | 3,955 | 1,045,082 | $ 1,506,297 | ||
Exercise of stock options (shares) | 1,746 | |||||||
Comprehensive income/(loss) | $ 127,076 | |||||||
Total equity, end of period at Sep. 30, 2021 | $ 79 | $ 22 | 542,055 | (3,054) | 1,179,167 | 1,718,269 | ||
Shares, Outstanding, Ending Balance at Sep. 30, 2021 | 79,030 | 22,430 | ||||||
Shares, Outstanding, Beginning Balance at Mar. 31, 2021 | 77,587 | 22,430 | ||||||
Total equity, beginning of period at Mar. 31, 2021 | $ 78 | $ 22 | 474,307 | (1,824) | 1,090,411 | 1,562,994 | ||
Stock-based compensation | 7,788 | 7,788 | ||||||
Grant of restricted stock units | 197 | 197 | ||||||
Exercise of stock options (shares) | 716 | |||||||
Exercise of stock options | $ 1 | 26,496 | 26,497 | |||||
Comprehensive income/(loss) | 252 | 41,545 | 41,797 | |||||
Total equity, end of period at Jun. 30, 2021 | $ 79 | $ 22 | 508,788 | (1,572) | 1,131,956 | 1,639,273 | ||
Shares, Outstanding, Ending Balance at Jun. 30, 2021 | 78,303 | 22,430 | ||||||
Stock-based compensation | 7,621 | 7,621 | ||||||
Grant of restricted stock units | 1,311 | 1,311 | ||||||
Exercise of stock options (shares) | 727 | |||||||
Exercise of stock options | 24,335 | 24,335 | ||||||
Comprehensive income/(loss) | (1,482) | 47,211 | 45,729 | |||||
Total equity, end of period at Sep. 30, 2021 | $ 79 | $ 22 | $ 542,055 | $ (3,054) | $ 1,179,167 | $ 1,718,269 | ||
Shares, Outstanding, Ending Balance at Sep. 30, 2021 | 79,030 | 22,430 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 134,085 | $ 49,328 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Acquired in-process research and development | 24,418 | |
Depreciation and amortization | 53,038 | 45,970 |
Amortization of premium (discount) on marketable securities | 1,763 | 215 |
Write-down of excess and obsolete inventories | 5,570 | 12,411 |
Stock-based compensation expense | 22,781 | 21,138 |
Allowance for doubtful accounts | 883 | 2,741 |
Change in fair value of business acquisition liabilities | 14,336 | 1,027 |
Change in deferred income taxes | (3,131) | (4,458) |
(Gain)/loss on disposal of assets, net | 383 | 714 |
Payment of business acquisition related liabilities | (700) | |
(Increase)/decrease in: | ||
Accounts receivable | (19,928) | 8,412 |
Inventories | (9,161) | (47,271) |
Prepaid expenses and other assets | (794) | (4,381) |
Increase/(decrease) in: | ||
Accounts payable | 2,521 | 5,401 |
Accrued expenses and other liabilities | 7,500 | 3,749 |
Income taxes payable/receivable | (9,825) | (105) |
Net cash provided by/(used in) operating activities | 200,021 | 118,609 |
Cash flows from investing activities: | ||
Purchases of marketable securities | (347,057) | (57,418) |
Maturities of marketable securities | 171,886 | 100,830 |
Sales of marketable securities | 82,882 | 39,944 |
Purchases of property and equipment | (39,853) | (49,595) |
Acquisition of businesses, net of cash acquired, and purchases of intangible and other assets | (31,991) | |
Net cash provided by/(used in) investing activities | (132,142) | 1,770 |
Cash flows from financing activities: | ||
Payment of business acquisition related liabilities | (4,763) | (5,327) |
Proceeds from exercise of stock options | 59,933 | 44,121 |
Repurchase of common stock | (104,669) | |
Net cash provided by/(used in) financing activities | 55,170 | (65,875) |
Effect of foreign exchange rates on cash | (570) | 379 |
Net increase in cash, cash equivalents, and restricted cash | 122,479 | 54,883 |
Cash, cash equivalents, and restricted cash at beginning of period | 239,397 | 195,724 |
Cash, cash equivalents, and restricted cash at end of period | 361,876 | 250,607 |
Supplemental disclosures of cash flow information: | ||
Income taxes paid | 39,450 | 19,328 |
Purchases of property and equipment included in accounts payable and accrued expenses | $ 3,491 | $ 3,931 |
BACKGROUND
BACKGROUND | 9 Months Ended |
Sep. 30, 2021 | |
BACKGROUND [Abstract] | |
Background | NOTE 1. BACKGROUND (a) The Company Globus Medical, Inc., together with its subsidiaries, is a medical device company that develops and commercializes healthcare solutions with a mission to improve the quality of life of patients with musculoskeletal disorders. We are primarily focused on implants that promote healing in patients with musculoskeletal disorders, including the use of a robotic guidance and navigation system and products to treat patients who have experienced orthopedic traumas. We are an engineering-driven company with a history of rapidly developing and commercializing advanced products and procedures to assist surgeons in effectively treating their patients and to address new treatment options. With over 220 product launches to date, we offer a comprehensive portfolio of innovative and differentiated technologies that address a variety of musculoskeletal pathologies, anatomies, and surgical approaches. We are headquartered in Audubon, Pennsylvania, and we market and sell our products through our exclusive sales force in the United States, as well as within North, Central & South America, Europe, Asia, Africa and Australia. Our sales force consists of direct sales representatives and distributor sales representatives employed by exclusive independent distributors. The terms the “Company,” “Globus,” “we,” “us” and “our” refer to Globus Medical, Inc. and, where applicable, our consolidated subsidiaries. (b) COVID-19 Pandemic Impact In March 2020, the World Health Organization declared the novel strain of coronavirus (“COVID-19”) a global pandemic and recommended containment and mitigation measures worldwide. COVID-19 has significantly impacted the economic conditions in the U.S. and globally as federal, state and local governments react to the public health crisis, creating significant uncertainties in the economy. Although the Company cannot reasonably estimate the length or severity of the impact that COVID-19 will have on its financial results, the Company may experience a material adverse impact on its sales, results of operations, and cash flows in 2021 should there be a resurgence impacting hospitals and surgical facilities to which we provide services. In response to these developments, the Company will continue to monitor liquidity and cash flow. The Company has the ability to borrow from its existing credit facility, if needed, although we do not expect to do so due to our cash, cash equivalents and short-term marketable securities balances. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Summary Of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in complete financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying footnotes included in our Annual Report on Form 10-K for the year ended December 31, 2020. In the opinion of management, these condensed consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of our financial position as of September 30, 2021, and results of operations for the three and nine months ended September 30, 2021. The results of operations for any interim period may not be indicative of results for the full year. (b) Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of Globus and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. (c) Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates, in part, on historical experience that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. Estimates and assumptions are periodically reviewed and the effects of revisions are reflected in the condensed consolidated financial statements in the period they are determined to be necessary. Significant areas that require estimates include revenue recognition, intangible assets, business acquisition liabilities, allowance for doubtful accounts, stock-based compensation, reserves for excess and obsolete inventory, useful lives of assets, the outcome of litigation, recoverability of intangible assets and income taxes. We are subject to risks and uncertainties due to changes in the healthcare environment, regulatory oversight, competition, and legislation that may cause actual results to differ from estimated results. (d) Revenue Recognition Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. Sales and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. For purposes of disclosure, we disaggregate our revenue into two categories, Musculoskeletal Solutions and Enabling Technologies. Our Musculoskeletal Solutions products consist primarily of the implantable devices, disposables, and unique instruments used in an expansive range of spine, orthopedic trauma, hip, knee and extremity procedures. The majority of contracts with our customers for Musculoskeletal Solutions products have a single performance obligation and revenue is recognized at a point in time. Our Enabling Technologies products are advanced robotics hardware systems and related technologies that are designed to enhance a surgeon’s capabilities and streamline surgical procedures by making them less invasive, more accurate, and more reproducible to improve patient care. The majority of contracts with our customers for Enabling Technologies products contain multiple performance obligations, including maintenance and support, and revenue is recognized as we fulfill each performance obligation. When contracts have multiple performance obligations, we allocate the contract’s transaction price to each performance obligation using our best estimate of the standalone selling price of each distinct good or service in the contract. Our policy is to classify shipping and handling costs billed to customers as sales and the related expenses as cost of goods sold. Nature of Products and Services A significant portion of our Musculoskeletal Solutions product revenue is generated from consigned inventory maintained at hospitals or with sales representatives. Revenue from the sale of consigned musculoskeletal products is recognized when we transfer control, which generally occurs at the time the product is used or implanted. For all other Musculoskeletal Solutions product transactions, we recognize revenue when we transfer title to the goods, provided there are no remaining performance obligations that can affect the customer’s final acceptance of the sale. Revenue from the sale of Enabling Technologies products is generally recognized when control transfers to the customer which occurs at the time the product is shipped or delivered. Any revenue related to the provision of maintenance and support is recognized as we satisfy the performance obligation. We use an observable price to determine the stand-alone selling price for each separate performance obligation. Contract Balances Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing, or deferred revenue when revenue is recognized subsequent to invoicing. Deferred revenue is comprised mainly of unearned revenue related to the sales of certain Enabling Technologies products, which includes maintenance and support services. Maintenance and support services are generally invoiced annually, at the beginning of each contract period, and revenue is recognized ratably over the maintenance period. For the three and nine months ended September 30, 2021, there was an immaterial amount of revenue recognized from previously deferred revenue. (e) Cash, Cash Equivalents, and Restricted Cash The Company considers all short-term, highly liquid investments with original maturities of 90 days or less at acquisition date to be cash equivalents. Cash equivalents, which consist of money market accounts, commercial paper and corporate debt securities are stated at fair value. (f) Marketable Securities Our marketable securities include municipal bonds, corporate debt securities, commercial paper, asset-backed securities, and securities of government, federal agency, and other sovereign obligations are classified as available-for-sale as of September 30, 2021. S hort-term and long-term marketable securities are recorded at fair value on our condensed consolidated balance sheets. Any changes in the fair value of our available-for-sale securities, that do not result in recognition or reversal of an allowance for credit loss or write-down, are recorded, net of taxes, as a component of accumulated other comprehensive income or loss on our condensed consolidated balance sheets. Premiums and discounts are recognized over the life of the related security as an adjustment to yield using the straight-line method. Realized gains or losses from the sale of marketable securities are determined on a specific identification basis. Realized gains and losses, interest income and the amortization/accretion of premiums/discounts are included in other income/(expense), net, on our condensed consolidated statements of operations and comprehensive income. Interest receivable is recorded in prepaid expenses and other current assets on our condensed consolidated balance sheets. We invest in securities that meet or exceed standards as defined in our investment policy. Our policy also limits the amount of credit exposure to any one issue, issuer or type of security. We review our securities for other-than-temporary impairment at each reporting period. If an unrealized loss for any security is expected, the loss will be recognized on an allowance basis, consistent with ASC 326-30, in our condensed consolidated statement of operations and comprehensive income in the period the determination is made. (g) Fair Value Measurements Assets and Liabilities That Are Measured at Fair Value on a Recurring Basis Fair value is defined as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or the liability in an orderly transaction between market participants on the measurement date. Additionally, a fair value hierarchy was established that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs. The level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Our assets and liabilities measured at fair value on a recurring basis are classified and disclosed in one of the following three categories: Level 1—quoted prices (unadjusted) in active markets for identical assets and liabilities; Level 2—observable inputs other than quoted prices in active markets for identical assets and liabilities; and Level 3—unobservable inputs in which there is little or no market data available, which require the reporting entity to use significant unobservable inputs or valuation techniques. Assets and Liabilities That Are Measured at Fair Value on a Nonrecurring Basis The purchase price of business acquisitions is primarily allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition date, with the excess recorded as goodwill. We utilize Level 3 inputs in the determination of the initial fair value. Contingent consideration represents contingent milestone, performance and revenue-sharing payment obligations related to business acquisitions and is measured at fair value, based on significant inputs that are not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The valuation of contingent consideration uses assumptions we believe would be made by a market participant. We assess these assumptions on an ongoing basis as additional data impacting the assumptions is obtained. The fair value of contingent consideration recorded in business acquisition liabilities on our condensed consolidated balance sheets, and changes in the fair value of contingent consideration are recognized within acquisition related costs in the condensed consolidated statements of operations and comprehensive income. The fair value of contingent restricted stock unit (“RSU”) grants are recorded as additional paid-in capital in the consolidated balance sheet on the day of the grant due to the remote likelihood of forfeiture. (h) Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis. The majority of our inventory is finished goods and we utilize both in-house manufacturing and third-party suppliers to produce our products. We periodically evaluate the carrying value of our inventories in relation to estimated forecasts of product demand, which takes into consideration the life cycle of product releases. When quantities on hand exceed estimated sales forecasts, we record a write-down for such excess inventories. Once inventory has been written down, it creates a new cost basis for inventory that is not subsequently written up. (i) Goodwill and Intangible Assets Goodwill represents the excess of purchase price over the fair values of the identifiable assets acquired less the liabilities assumed in the acquisition of a business. Goodwill is tested for impairment at least annually or whenever events or circumstances indicate that a carrying amount may not be recoverable. Goodwill is tested for impairment at the reporting unit level by comparing the reporting unit’s carrying amount to the fair value of the reporting unit. Fair values are estimated using an income and discounted cash flow approach. We perform our annual impairment test of goodwill in the fourth quarter of each year. We consider qualitative indicators of the fair value of a reporting unit when it is unlikely that a reporting unit has impaired goodwill. During the nine months ended September 30, 2021 and 2020, we did no t record any impairment charges related to goodwill. Intangible assets consist of purchased in-process research and development (“IPR&D”), developed technology, supplier network, patents, customer relationships, re-acquired rights, and non-compete agreements. Intangible assets with finite useful lives are amortized over the period of estimated benefit using the straight-line method and estimated useful lives ranging from one to sixteen years. Intangible assets are tested for impairment annually or whenever events or circumstances indicate that a carrying amount of an asset (asset group) may not be recoverable. If an impairment is indicated, we measure the amount of the impairment loss as the amount by which the carrying amount exceeds the fair value of the asset. Fair value is generally determined using a discounted future cash flow analysis. There were no impairments of finite-lived intangible assets during the nine months ended September 30, 2021 or 2020. IPR&D has an indefinite life and is not amortized until completion of the project at which time the IPR&D becomes an amortizable asset. If the related project is not completed in a timely manner, we may have an impairment related to the IPR&D, calculated as the excess of the asset’s carrying value over its fair value. There were no impairments of IPR&D during the nine months ended September 30, 2021 or 2020. (j) Stock -Based Compensation The cost of employee and non-employee director awards is measured at the grant date fair value of the award and is recognized as expense over the requisite service period, which is generally the vesting period of the equity award. Compensation expense for awards includes the impact of forfeiture in the period when they occur. We estimate the fair value of stock options utilizing the Black-Scholes option-pricing model. Inputs to the Black-Scholes model include our stock price, expected volatility, expected term, risk-free interest rate and expected dividends. Expected volatility is based on the historical volatility of the Company’s common stock over the most recent period commensurate with the estimated expected term of the Company’s stock options offering period which is derived from historical experience. The risk-free interest rate assumption is based on observed interest rates of U.S. Treasury securities appropriate for the expected terms of the stock options. The dividend yield assumption is based on the history and expectation of no dividend payouts. The fair value of restricted stock units is estimated using the closing price of the Company’s common stock on the date of grant. (k) Recently Issued Accounting Pronouncements On March 12, 2020, the FASB issued ASU No. 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. The ASU is effective for all entities as of March 12, 2020, and will apply through December 31, 2022. To date, we have had no impacts on our investment portfolio or our credit agreement with Citizens Bank, N.A. related to reference rate reform. We will continue to evaluate the impact this guidance could have on our condensed consolidated financial statements and related disclosures. (l) Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”) , which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. We adopted ASU 2019-12 on January 1, 2021. This standard did not have a material impact on our financial position, results of operations and disclosures. |
ASSET ACQUISITIONS AND BUSINESS
ASSET ACQUISITIONS AND BUSINESS COMBINATIONS | 9 Months Ended |
Sep. 30, 2021 | |
ASSET ACQUISITIONS AND BUSINESS COMBINATIONS [Abstract] | |
Asset Acquisitions And Business Combinations | NOTE 3. ASSET ACQUISITIONS AND BUSINESS COMBINATIONS Asset Acquisitions During the second quarter of 2020, the Company acquired Synoste Oy (“Synoste”), a Finnish engineering company that specializes in the research and development of a limb lengthening system. The fair value of the net assets acquired was $ 25.3 million, and the consideration consisted of approximately $ 22.8 million of cash paid at closing plus $ 2.5 million of a contractual holdback obligation payable eighteen months from the closing date of the transaction, subject to net working capital and other post-closing adjustments, if applicable. The contractual holdback obligation is included in accrued expenses in the condensed consolidated balance sheet. The Company accounted for the transaction as an asset acquisition as substantially all of the fair value of the assets acquired was concentrated in a single identified asset, IPR&D of the limb lengthening system, thus satisfying the requirements of the screen test in ASU 2017-1. At the date of acquisition, the Company determined that the development of the projects underway at Synoste had not yet reached technological feasibility and that the research in process had no alternative future use. Accordingly, the acquired IPR&D of $ 24.4 million was charged to research and development expense in the condensed consolidated statements of operations and comprehensive income at the date of acquisition. The transaction also provides for additional consideration contingent upon the developed product obtaining approval from the U.S. Food and Drug Administration (the “FDA”) of $ 8.0 million within the third anniversary, or $ 4.0 million within the fourth anniversary of the acquisition closing date, respectively. Contingent consideration is not recorded in an asset acquisition until the milestone is met. Business Combinations During the third quarter of 2021, the Company completed two acquisitions that were not considered material, individually or collectively, to the condensed consolidated financial statements during the periods presented. These acquisitions have been included in the condensed consolidated financial statements from the date of acquisition. The combined purchase price consisted of approximately $ 12.6 million of contingent consideration payments. The contingent payments are based upon achieving various performance obligations over a period of 10 years, and are payable in a combination of cash and RSUs. The Company recorded other intangible assets of $ 1.6 million, with a weighted average useful life of 3.8 years, and goodwill of $ 11.0 million based on their preliminary estimated fair values. The Company will finalize the purchase price allocation of the assets and liabilities acquired within one year from the date of acquisition. While the Company does not expect material changes from the initial outcome of the valuation, certain assumptions and findings made at the date of acquisition could result in changes in the purchase price allocation. During the fourth quarter of 2020, the Company completed two acquisitions that were not considered material, individually or collectively, to the condensed consolidated financial statements during the periods presented. These acquisitions have been included in the condensed consolidated financial statements from the date of acquisition. The combined purchase price consisted of approximately $ 1.5 million of cash paid at closing, plus $ 0.3 million of other liabilities and $ 33.2 million of contingent consideration payments. The contingent payments are based upon achieving various performance obligations over a period of 10 years, and are payable in a combination of cash and RSUs. The Company recorded other intangible assets of $ 8.8 million, with a weighted average useful life of 4.2 years, and goodwill of $ 26.2 million based on their fair values. During the second quarter of 2019, the Company acquired substantially all of the assets of StelKast, Inc. (the “StelKast Acquisition”), a privately held company that designs, manufactures and distributes orthopedic implants for knee and hip replacement surgeries. The Company has included the financial results from the StelKast Acquisition in our condensed consolidated financial statements from the acquisition date. At the acquisition date, the fair value of the net assets acquired was $ 28.1 million. The purchase price consisted of approximately $ 23.8 million of cash paid at closing, plus $ 4.3 million of contingent consideration payable based upon the achievement of product sales milestones. The Company recorded identifiable net assets, based on their estimated fair values, for inventory of $ 15.3 million, fixed assets of $ 4.2 million and customer relationships of $ 3.9 million and goodwill of $ 4.7 million. The contingent consideration payable related to the StelKast Acquisition of $ 5.0 million was paid during the third quarter of 2020. |
NET SALES
NET SALES | 9 Months Ended |
Sep. 30, 2021 | |
NET SALES [Abstract] | |
Net Sales | NOTE 4. NET SALES The following table represents net sales by product category: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Musculoskeletal Solutions $ 209,478 $ 207,063 $ 652,157 $ 533,085 Enabling Technologies 20,243 9,035 55,924 22,512 Total net sales $ 229,721 $ 216,098 $ 708,081 $ 555,597 |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 9 Months Ended |
Sep. 30, 2021 | |
MARKETABLE SECURITIES [Abstract] | |
Marketable Securities | NOTE 5. MARKETABLE SECURITIES The composition of our short-term and long-term marketable securities was as follows: September 30, 2021 (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term: Municipal bonds $ 59,492 $ 205 $ ( 1 ) $ 59,696 Corporate debt securities 87,754 766 — 88,520 Commercial paper 16,990 4 — 16,994 Asset-backed securities 15,880 121 — 16,001 Government, federal agency, and other sovereign obligations 10,106 2 — 10,108 Total short-term marketable securities $ 190,222 $ 1,098 $ ( 1 ) $ 191,319 Long-term: Municipal bonds $ 66,306 $ 139 $ ( 21 ) $ 66,424 Corporate debt securities 224,466 1,063 ( 51 ) 225,478 Asset-backed securities 139,778 276 ( 142 ) 139,912 Total long-term marketable securities $ 430,550 $ 1,478 $ ( 214 ) $ 431,814 December 31, 2020 (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term: Municipal bonds $ 39,684 $ 140 $ — $ 39,824 Corporate debt securities 97,937 817 ( 4 ) 98,750 Commercial paper 25,543 4 — 25,547 Asset-backed securities 15,232 44 — 15,276 Government, federal agency, and other sovereign obligations 7,886 61 — 7,947 Total short-term marketable securities $ 186,282 $ 1,066 $ ( 4 ) $ 187,344 Long-term: Municipal bonds $ 70,176 $ 612 $ — $ 70,788 Corporate debt securities 158,464 3,120 — 161,584 Asset-backed securities 124,406 1,747 ( 3 ) 126,150 Total long-term marketable securities $ 353,046 $ 5,479 $ ( 3 ) $ 358,522 The short-term marketable securities have effective maturity dates of less than one year and the long-term marketable securities have effective maturity dates ranging from one to three years as of September 30, 2021 and December 31, 2020, respectively. Purchases of marketable securities include amounts payable to brokers of $ 9.3 million as of December 31, 2020. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2021 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
Fair Value Measurements | NOTE 6. FAIR VALUE MEASUREMENTS Assets and liabilities measured at fair value on a recurring basis included the following: (In thousands) Balance at September 30, 2021 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 42,561 $ 38,386 $ 4,175 $ — Municipal bonds 126,120 — 126,120 — Corporate debt securities 313,998 — 313,998 — Commercial paper 16,994 — 16,994 — Asset-backed securities 155,913 — 155,913 — Government, federal agency, and other sovereign obligations 10,108 — 10,108 — Liabilities: Business acquisition liabilities 57,842 — — 57,842 (In thousands) Balance at December 31, 2020 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 56,223 $ 23,628 $ 32,595 $ — Municipal bonds 110,612 — 110,612 — Corporate debt securities 260,334 — 260,334 — Commercial paper 25,547 — 25,547 — Asset-backed securities 141,426 — 141,426 — Government, federal agency, and other sovereign obligations 7,947 — 7,947 — Liabilities: Business acquisition liabilities 37,270 — — 37,270 Our marketable securities are classified as Level 2 within the fair value hierarchy, as we measure their fair value using market prices for similar instruments and inputs such as actual trade data, benchmark yields, broker/dealer quotes and other similar data obtained from quoted market prices or independent pricing vendors. Assets and Liabilities That Are Measured at Fair Value on a Nonrecurring Basis Fair value of the revenue-based business acquisition liabilities was determined using a discounted cash flow model and an option pricing model. The significant inputs of such models are not observable in the market, such as certain financial metric growth rates, volatility and discount rates, market price risk adjustment, projections associated with the applicable milestone, the interest rate, and the related probabilities and payment structure in the contingent consideration arrangement. The following are the significant unobservable inputs used in the two valuation techniques: Unobservable input Range Weighted Average* Revenue risk premium 2.5 % - 4.9 % 3.1 % Revenue volatility 14.0 % - 15.8 % 14.6 % Discount rate 1.0 % - 8.5 % 3.3 % Projected year of payment 2021 - 2031 * The weighted average rates were calculated based on the relative fair value of each business acquisition liability. The change in the carrying value of the business acquisition liabilities during the three and nine months ended September 30, 2021 and 2020, respectively included the following: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Fair value measurement at beginning of period $ 47,995 $ 4,216 $ 37,270 $ 9,549 Purchase price contingent consideration 12,628 — 12,628 — Contingent cash payments ( 1,613 ) ( 175 ) ( 4,628 ) ( 1,028 ) Contingent RSU grants ( 1,311 ) — ( 1,671 ) — Changes in fair value of business acquisition liabilities 208 507 14,336 970 Contractual payable reclassification ( 65 ) — ( 93 ) ( 4,943 ) Fair value measurement at September 30, 2021 and 2020, respectively $ 57,842 $ 4,548 $ 57,842 $ 4,548 Changes in the fair value of business acquisition liabilities are driven by changes in market conditions and the achievement of certain performance conditions. |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2021 | |
INVENTORIES [Abstract] | |
Inventories | NOTE 7. INVENTORIES Inventories included the following: September 30, December 31, (In thousands) 2021 2020 Raw materials $ 44,038 $ 39,646 Work in process 18,274 16,446 Finished goods 172,056 173,061 Total inventories $ 234,368 $ 229,153 During the three months ended September 30, 2021 and 2020, net adjustments to cost of sales related to excess and obsolete inventory were $ 0.6 million and $ 5.2 million, respectively. The net adjustments for the three months ended September 30, 2021 and 2020 reflect a combination of additional expense for excess and obsolete related provisions ($ 3.8 million and $ 7.9 million, respectively) offset by sales and disposals ($ 3.2 million and $ 2.7 million, respectively) of inventory for which an excess and obsolete provision was provided previously through expense recognized in prior periods. During the nine months ended September 30, 2021 and 2020, net adjustments to cost of sales related to excess and obsolete inventory were $ 5.6 million and $ 12.4 million, respectively. The net adjustments for the nine months ended September 30, 2021 and 2020 reflect a combination of additional expense for excess and obsolete related provisions ($ 15.2 million and $ 18.9 million, respectively) offset by sales and disposals ($ 9.6 million and $ 6.5 million, respectively) of inventory for which an excess and obsolete provision was provided previously through expense recognized in prior periods. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2021 | |
PROPERTY AND EQUIPMENT [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 8. PROPERTY AND EQUIPMENT Property and equipment included the following: Useful September 30, December 31, (In thousands) Life 2021 2020 Land — $ 8,308 $ 8,322 Buildings and improvements 31.5 44,497 33,825 Equipment 5 - 15 112,776 102,553 Instruments 5 285,730 278,930 Modules and cases 5 43,422 41,919 Other property and equipment 3 - 5 22,095 27,781 516,828 493,330 Less: accumulated depreciation ( 301,163 ) ( 276,451 ) Total $ 215,665 $ 216,879 Instruments are hand-held devices used by surgeons to install implants during surgery. Modules and cases are used to store and transport the instruments and implants. Depreciation expense related to property and equipment was as follows: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Depreciation $ 12,178 $ 12,148 $ 39,068 $ 33,925 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2021 | |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | |
Goodwill and Intangible Assets | NOTE 9. GOODWILL AND INTANGIBLE ASSETS The change in the carrying amount of goodwill during the twelve months ended December 31, 2020 and the nine months ended September 30, 2021, respectively included the following: (In thousands) December 31, 2019 $ 128,775 Additions and adjustments 26,043 Foreign exchange 1,898 December 31, 2020 156,716 Foreign exchange ( 1,115 ) Additions and adjustments 10,977 September 30, 2021 $ 166,578 The composition of intangible assets was as follows: September 30, 2021 (In thousands) Weighted Average Amortization Period (in years) Gross Carrying Amount Accumulated Amortization Intangible Assets, net Supplier network 10.0 $ 4,000 $ ( 2,767 ) $ 1,233 Customer relationships & other intangibles 6.5 57,090 ( 36,724 ) 20,366 Developed technology 8.0 71,815 ( 26,152 ) 45,663 Patents 16.1 8,910 ( 3,077 ) 5,833 Total intangible assets $ 141,815 $ ( 68,720 ) $ 73,095 December 31, 2020 (In thousands) Weighted Average Amortization Period (in years) Gross Carrying Amount Accumulated Amortization Intangible Assets, net Supplier network 10.0 $ 4,000 $ ( 2,467 ) $ 1,533 Customer relationships & other intangibles 6.5 57,704 ( 32,056 ) 25,648 Developed technology 8.0 72,644 ( 19,295 ) 53,349 Patents 16.1 9,082 ( 2,663 ) 6,419 Total intangible assets $ 143,430 $ ( 56,481 ) $ 86,949 The following table summarizes amortization of intangible assets for future periods as of September 30, 2021: (In thousands) Annual Amortization Remaining 2021 $ 4,602 2022 18,260 2023 16,157 2024 13,162 2025 8,876 Thereafter 12,038 Total $ 73,095 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 9 Months Ended |
Sep. 30, 2021 | |
ACCRUED EXPENSES [Abstract] | |
Accrued Expenses | NOTE 10. ACCRUED EXPENSES Accrued expense included the following: September 30, December 31, (In thousands) 2021 2020 Compensation and other employee-related costs $ 48,672 $ 44,948 Legal and other settlements and expenses 604 650 Accrued non-income taxes 5,659 4,952 Royalties 3,821 3,720 Rebates & Fees 7,759 8,011 Other 14,965 16,053 Total accrued expenses $ 81,480 $ 78,334 |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2021 | |
DEBT [Abstract] | |
Debt | NOTE 11. DEBT Line of Credit In August 2020, we entered into a credit agreement with Citizens Bank, N.A. (the “Credit Agreement”) that provides a revolving credit facility permitting borrowings up to $ 125.0 million (the “Revolving Credit Facility”). As amended, the Credit Agreement has a termination date of August 3, 2022 . The Revolving Credit Facility includes up to a $ 25.0 million sub limit for letters of credit. Revolving loans under the Credit Agreement will bear interest, at the Company’s option, at either a base rate or the Adjusted LIBOR Rate (as defined in the Credit Agreement), plus, in each case, an applicable margin, as determined in accordance with the provisions of the Credit Agreement. The base rate will be the highest of: the rate of interest announced publicly by Citizens Bank, N.A. from time to time as its “prime rate”; the federal funds effective rate plus 1/2 of 1 %; and the Adjusted LIBOR Rate for a one-month period plus 1 %. The applicable margin is subject to adjustment as provided in the Credit Agreement. The Credit Agreement contains financial and other customary covenants, including a maximum leverage ratio. As of September 30, 2021, we have no t borrowed under the Credit Agreement with Citizens Bank, N.A. |
EQUITY
EQUITY | 9 Months Ended |
Sep. 30, 2021 | |
EQUITY [Abstract] | |
Equity | NOTE 12. EQUITY Stock Repurchases Under the current stock repurchase plan, announced in March 2020, the Company is authorized to repurchase up to $ 200 million of the Company’s Class A common stock. The repurchase program has no time limit and may be suspended for periods or discontinued at any time. As of September 30, 2021, $ 95.3 million of this authorization is remaining. The timing and actual number of shares repurchased will depend on various factors including price, corporate and regulatory requirements, debt covenant requirements, alternative investment opportunities and other market conditions. F unding of share repurchases is expected to come from operating cash flows and excess cash. Shares repurchased by the Company are accounted for under the constructive retirement method, in which the shares repurchased, are immediately retired, as there is no plan to reissue. The Company made an accounting policy election to charge the excess of repurchase price over par value entirely to retained earnings. The following table summarizes the activity related to share repurchases: (In thousands except for per share prices) Period Total number of shares repurchased Average Price Paid per Share Dollar amount of shares repurchased (1) Approximate dollar value of shares that may yet be purchased under the plan January 1, 2020 - March 31, 2020 1,920 $ 38.49 $ 73,902 $ 126,098 April 1, 2020 - June 30, 2020 771 39.95 30,804 95,294 July 1, 2020 - September 30,2020 — — — 95,294 October 1, 2020 - December 31, 2020 — — — 95,294 January 1, 2021 - March 31, 2021 — — — 95,294 April 1, 2021 - June 30, 2021 — — — 95,294 July 1, 2021 - September 30, 2021 — — — $ 95,294 January 1, 2020 - September 30, 2021 2,691 $ 38.91 $ 104,706 (1) Inclusive of an immaterial amount of commission fees Common Stock Our amended and restated Certificate of Incorporation provides for a total of 775,000,000 authorized shares of common stock. Of the authorized number of shares of common stock, 500,000,000 shares are designated as Class A common stock (“Class A Common”), and 275,000,000 shares are designated as Class B common stock (“Class B Common”). The holders of Class A Common are entitled to one vote for each share of Class A Common held. The holders of Class B Common are entitled to 10 votes for each share of Class B Common held. The holders of Class A Common and Class B Common vote together as one class of common stock on all matters submitted to a vote of stockholders, except as required by law or our amended and restated Certificate of Incorporation. Each share of our Class B common stock is convertible at any time at the option of the holder into one share of our Class A common stock. In addition, each share of our Class B common stock will convert automatically into one share of our Class A common stock upon any transfer, whether or not for value, except for permitted transfers. For more details relating to the conversion of our Class B common stock please see “Exhibit 4.2, Description of Securities of the Registrant” filed with our Annual Report on Form 10-K on February 17, 2021. Accumulated Other Comprehensive Income (Loss) The tables below present the changes in each component of accumulated other comprehensive income/(loss), including current period other comprehensive income/(loss) and reclassifications out of accumulated other comprehensive income/(loss) for the nine months ended September 30, 2021 and 2020, respectively: (In thousands) Unrealized gain/(loss) on marketable securities, net of tax Foreign currency translation adjustments Accumulated other comprehensive income/(loss) Accumulated other comprehensive income/(loss), net of tax, at December 31, 2020 $ 5,001 $ ( 1,046 ) $ 3,955 Other comprehensive income/(loss) before reclassifications ( 4,179 ) ( 3,578 ) ( 7,757 ) Amounts reclassified from accumulated other comprehensive income/(loss), net of tax 748 — 748 Other comprehensive income/(loss), net of tax ( 3,431 ) ( 3,578 ) ( 7,009 ) Accumulated other comprehensive income/(loss), net of tax, at September 30, 2021 $ 1,570 $ ( 4,624 ) $ ( 3,054 ) (In thousands) Unrealized gain/(loss) on marketable securities, net of tax Foreign currency translation adjustments Accumulated other comprehensive income/(loss) Accumulated other comprehensive income/(loss), net of tax, at December 31, 2019 $ 3,599 $ ( 6,497 ) $ ( 2,898 ) Other comprehensive income/(loss) before reclassifications 3,001 2,820 5,821 Amounts reclassified from accumulated other comprehensive income/(loss), net of tax ( 716 ) — ( 716 ) Other comprehensive income/(loss), net of tax 2,285 2,820 5,105 Accumulated other comprehensive income/(loss), net of tax, at September 30, 2020 $ 5,884 $ ( 3,677 ) $ 2,207 Amounts reclassified from accumulated other comprehensive loss, net of tax, related to unrealized gains/losses on marketable securities were released to other income, net in our condensed consolidated statements of operations and comprehensive income. Earnings Per Common Share The Company computes basic earnings per share using the weighted-average number of common shares outstanding during the period. Diluted earnings per share assumes the conversion, exercise or issuance of all potential common stock equivalents, unless the effect of inclusion would be anti-dilutive. For purposes of this calculation, common stock equivalents include the Company’s stock options and unvested RSUs. The contingently issuable shares are included in basic net income per share as of the date that all necessary conditions have been satisfied and are included in the denominator for dilutive calculation for the entire period if such shares would be issuable as of the end of the reporting period assuming the end of the reporting period was the end of the contingency period. The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended Nine Months Ended September 30, September 30, (In thousands, except per share amounts) 2021 2020 2021 2020 Numerator: Net income/(loss) $ 47,211 $ 44,216 $ 134,085 $ 49,328 Denominator for basic and diluted net income per share: Weighted average shares outstanding for basic 101,104 98,217 100,477 98,453 Dilutive stock options and RSUs 3,314 2,268 2,953 2,370 Weighted average shares outstanding for diluted 104,418 100,485 103,430 100,823 Earnings per share: Basic $ 0.47 $ 0.45 $ 1.33 $ 0.50 Diluted $ 0.45 $ 0.44 $ 1.30 $ 0.49 Anti-dilutive stock options and RSUs excluded from the calculation 1,748 5,101 2,164 6,130 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2021 | |
STOCK-BASED COMPENSATION [Abstract] | |
Stock-Based Compensation | NOTE 13. STOCK-BASED COMPENSATION We have three stock plans: our 2008 Stock Plan, our 2012 Equity Incentive Plan (the “2012 Plan”), and our 2021 Equity Incentive Plan (the “2021 Plan”). The 2021 Plan is the only active stock plan. The purpose of the 2008 and 2012 Stock Plans was, and of the 2021 Plan is, to provide incentive to employees, directors, and consultants of Globus. The Plans are administered by the Board of Directors of Globus (the “Board”) or its delegates. The number, type of option, exercise price, and vesting terms are determined by the Board or its delegates in accordance with the terms of the Plans. The options granted expire on a date specified by the Board, which is generally not more than ten years from the grant date. Options granted to employees generally vest in varying installments over a four-year period. The 2012 Plan was approved by our Board in March 2012, and by our stockholders in June 2012. Under the 2012 Plan, the aggregate number of shares of Class A Common stock that were able to be issued subject to options and other awards is equal to the sum of (i) 3,076,923 shares, (ii) any shares available for issuance under the 2008 Plan as of March 13, 2012, (iii) any shares underlying awards outstanding under the 2008 Plan as of March 13, 2012 that, on or after that date, are forfeited, terminated, expired or lapse for any reason, or are settled for cash without delivery of shares and (iv) starting January 1, 2013, an annual increase in the number of shares available under the 2012 Plan equal to up to 3 % of the number of shares of our common and preferred stock outstanding at the end of the previous year, as determined by our Board. The number of shares that were able to be issued or transferred pursuant to incentive stock options under the 2012 Plan was limited to 10,769,230 shares. The shares of Class A Common stock covered by the 2012 Plan included authorized but unissued shares, treasury shares or shares of common stock purchased on the open market. The 2021 Plan was approved by our Board in March 2021, and by our stockholders in June 2021. Under the 2021 Plan, the aggregate number of shares of Class A Common stock that were able to be issued subject to options and other awards is equal to the sum of (i) 2,000,000 shares, (ii) any shares available for issuance under the 2012 Plan as of June 3, 2021 and (iii) any shares underlying awards outstanding under the 2012 Plan or 2021 Plan as of June 3, 2021 that, on or after that date, are forfeited, terminated, expired or lapse for any reason, or are settled for cash without delivery of shares. The number of shares that may be issued or transferred pursuant to incentive stock options under the 2021 Plan is limited to 2,000,000 shares. The shares of Class A Common stock covered by the 2021 Plan include authorized but unissued shares, treasury shares or shares of common stock purchased on the open market. As of September 30, 2021, pursuant to the 2021 Plan, there were 2,845,575 shares of Class A Common stock reserved and 2,684,008 shares of Class A Common stock available for future grants. Stock Options Stock option activity during the nine months ended September 30, 2021 is summarized as follows: Option Shares (thousands) Weighted average exercise price Weighted average remaining contractual life (years) Aggregate intrinsic value (thousands) Outstanding at December 31, 2020 9,746 $ 41.33 Granted 1,925 67.68 Exercised ( 1,746 ) 34.38 Forfeited ( 521 ) 51.64 Outstanding at September 30, 2021 9,404 $ 47.44 7.2 $ 275,662 Exercisable at September 30, 2021 4,439 $ 38.61 6.0 $ 168,709 Expected to vest at September 30, 2021 4,965 $ 55.34 8.2 $ 106,953 The total intrinsic value of stock options exercised was $ 33.8 million and $ 23.3 million during the three months ended September 30, 2021, and 2020, respectively. The total intrinsic value of stock options exercised was $ 68.9 million and $ 39.4 million during the nine months ended September 30, 2021, and 2020, respectively. The fair value of the options was estimated on the date of the grant using a Black-Scholes option pricing model with the following assumptions: Nine Months Ended September 30, 2021 2020 Risk-free interest rate 0.40 % - 0.84 % 0.23 % - 1.67 % Expected term (years) 4.8 4.9 Expected volatility 33.0 % - 34.0 % 28.0 % - 37.0 % Expected dividend yield —% —% The weighted average grant date fair value of stock options granted during the three months ended September 30, 2021, and 2020 was $ 24.11 and $ 16.98 per share, respectively. The weighted average grant date fair value of stock options granted during the nine months ended September 30, 2021, and 2020 was $ 20.19 and $ 14.54 per share, respectively. Restricted Stock Units Restricted stock unit activity during the nine months ended September 30, 2021 is summarized as follows: Restricted Stock Units (thousands) Weighted average grant date fair value per share Weighted average remaining contractual life (years) Outstanding at December 31, 2020 3 $ 58.69 Granted 23 74.87 Vested — — Forfeited — — Outstanding at September 30, 2021 26 $ 72.81 9.0 Stock-Based Compensation Compensation expense related to stock options granted to employees and non-employees under the Plans was as follows: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Stock-based compensation expense $ 7,451 $ 7,020 $ 22,781 $ 21,138 Net stock-based compensation capitalized into inventory 170 ( 13 ) 511 197 Total stock-based compensation cost $ 7,621 $ 7,007 $ 23,292 $ 21,335 As of September 30, 2021, there was $ 66.1 million of unrecognized compensation expense related to unvested employee stock options that are expected to vest over a weighted average period of approximately three years . |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2021 | |
INCOME TAXES [Abstract] | |
Income Taxes | NOTE 14. INCOME TAXES In computing our income tax provision, we make certain estimates and judgments, such as estimated annual taxable income or loss, annual effective tax rate, the nature and timing of permanent and temporary differences between taxable income for financial reporting and tax reporting, and the recoverability of deferred tax assets. Our estimates and assumptions may change as new events occur, additional information is obtained, or as the tax environment changes. Should facts and circumstances change during a quarter causing a material change to the estimated effective income tax rate, a cumulative adjustment is recorded. The following table provides a summary of our effective tax rate for the three and nine months ended September 30, 2021 and 2020, respectively: Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Effective income tax rate 13.3 % 16.8 % 16.5 % 22.5 % |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2021 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
Commitments and Contingencies | NOTE 15. COMMITMENTS AND CONTINGENCIES We are involved in a number of proceedings, legal actions, and claims arising in the ordinary course of business. Such matters are subject to many uncertainties, and the outcomes of these matters are not within our control and may not be known for prolonged periods of time. In some actions, the claimants seek damages, as well as other relief, including injunctions prohibiting us from engaging in certain activities, which, if granted, could require significant expenditures and/or result in lost revenues. We record a liability in the condensed consolidated financial statements for these actions when a loss is considered probable and the amount can be reasonably estimated. If the reasonable estimate of a probable loss is a range, and no amount in the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible, but not probable, and the amount can be reasonably estimated, the estimated loss or range of loss is disclosed. In most cases, significant judgment is required to estimate the amount and timing of a loss. While it is not possible to predict the outcome for most of the matters discussed, we believe it is possible that costs associated with them could have a material adverse impact on our consolidated earnings, financial position or cash flows. Moskowitz Family LLC Litigation On November 20, 2019, Moskowitz Family LLC filed suit against us in the U.S. District Court for the Western District of Texas for patent infringement. Moskowitz, a non-practicing entity, alleges that Globus willfully infringes one or more claims of eight patents by making, using, offering for sale or selling the COALITION ® , COALITION MIS ® , COALITION AGX ® , CORBEL TM , MONUMENT ® , MAGNIFY ® -S, HEDRON IA TM , HEDRON IC TM , INDEPENDENCE ® , INDEPENDENCE MIS ® , INDEPENDENCE MIS AGX ® , FORTIFY ® and XPAND ® families, SABLE TM , RISE ® , RISE ® INTRALIF, RISE ® -L, ELSA ® , ELSA ® ATP, RASS, ALTERA ® , ARIEL ® , LATIS ® , CALIBER ® and CALIBER ® -L products. Moskowitz seeks an unspecified amount in damages and injunctive relief. On July 2, 2020, this suit was transferred from the U.S. District Court for the Western District of Texas to the U.S. District Court for the Eastern District of Pennsylvania. The outcome of this litigation cannot be determined, nor can we estimate a range of potential loss, therefore, we have no t recorded a liability related to this litigation as of September 30, 2021. |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2021 | |
LEASES [Abstract] | |
Leases | NOTE 16. LEASES The Company leases certain equipment, vehicles, and facilities under the terms of operating lease agreements. Our leases have initial lease terms ranging from one year to fourteen years . Certain leases contain options to extend the term beyond the initial lease termination date. We use judgment to determine whether it is reasonably possible that we will extend the lease beyond the initial term and the length of the possible extension. Leases that have terms of less than 12 months are treated as short-term and we do not recognize right of use assets or lease liabilities for such leases. We generally estimate discount rates using our incremental borrowing rate, and based on other information available, at commencement date of a lease when determining the present value of future payments as most of our leases do not provide an implicit rate. The Company includes right-of-use assets in other assets, short-term lease liabilities in accrued expenses, and long-term lease liabilities in other liabilities on the condensed consolidated balance sheet. Lease expense is recognized, on a straight-line basis over the term of the lease, as a component of operating income on the condensed consolidated statement of operations and comprehensive income. Amounts reported in the condensed consolidated balance sheet were as follows: September 30, December 31, (In thousands, except weighted average lease term and discount rate) 2021 2020 Operating lease right of use asset $ 5,393 $ 4,741 Lease liability - current 2,128 1,865 Lease liability - long-term 3,297 2,936 Total operating lease liability $ 5,425 $ 4,801 Supplemental non-cash information: Weighted-average remaining lease term (years) - operating leases 3.1 2.9 Weighted-average discount rate - operating leases 3.3 % 3.0 % Operating lease expense recognized in the condensed consolidated statement of operations and comprehensive income was as follows: Three months ended Nine months ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Operating lease expense $ 783 $ 904 $ 2,461 $ 2,652 Future minimum lease payments under non-cancellable leases as of September 30, 2021 are as follows: (In thousands) Operating Leases Remaining 2021 $ 607 2022 2,169 2023 1,452 2024 987 2025 396 Thereafter 153 Total undiscounted operating lease payments $ 5,764 Less: imputed interest 339 Total operating lease liability $ 5,425 |
SEGMENT AND GEOGRAPHIC INFORMAT
SEGMENT AND GEOGRAPHIC INFORMATION | 9 Months Ended |
Sep. 30, 2021 | |
SEGMENT AND GEOGRAPHIC INFORMATION [Abstract] | |
Segment and Geographic Information | NOTE 17. SEGMENT AND GEOGRAPHIC INFORMATION Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. We manage our business globally within one operating segment, and segment information is consistent with how the chief operating decision makers review the business, makes investing and resource allocation decisions and assesses operating performance. The following table represents total net sales by geographic area, based on the location of the customer: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 United States $ 198,172 $ 182,104 $ 606,608 $ 465,705 International 31,549 33,994 101,473 89,892 Total net sales $ 229,721 $ 216,098 $ 708,081 $ 555,597 |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 9 Months Ended |
Sep. 30, 2021 | |
SUBSEQUENT EVENT [Abstract] | |
Subsequent Event | NOTE 18. SUBSEQUENT EVENT On November 4, 2021, the Company acquired substantially all of the assets of Capstone Surgical Technologies, LLC, which engages in the business of creating advanced drill and robotic surgery platforms. The purchase price is a combination of an initial cash payment of $ 25.0 million, subject to post-closing adjustments, if applicable, and contingent consideration of up to $ 25.0 million. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policy) | 9 Months Ended |
Sep. 30, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in complete financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying footnotes included in our Annual Report on Form 10-K for the year ended December 31, 2020. In the opinion of management, these condensed consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of our financial position as of September 30, 2021, and results of operations for the three and nine months ended September 30, 2021. The results of operations for any interim period may not be indicative of results for the full year. |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of Globus and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates, in part, on historical experience that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. Estimates and assumptions are periodically reviewed and the effects of revisions are reflected in the condensed consolidated financial statements in the period they are determined to be necessary. Significant areas that require estimates include revenue recognition, intangible assets, business acquisition liabilities, allowance for doubtful accounts, stock-based compensation, reserves for excess and obsolete inventory, useful lives of assets, the outcome of litigation, recoverability of intangible assets and income taxes. We are subject to risks and uncertainties due to changes in the healthcare environment, regulatory oversight, competition, and legislation that may cause actual results to differ from estimated results. |
Revenue Recognition | Revenue Recognition Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. Sales and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. For purposes of disclosure, we disaggregate our revenue into two categories, Musculoskeletal Solutions and Enabling Technologies. Our Musculoskeletal Solutions products consist primarily of the implantable devices, disposables, and unique instruments used in an expansive range of spine, orthopedic trauma, hip, knee and extremity procedures. The majority of contracts with our customers for Musculoskeletal Solutions products have a single performance obligation and revenue is recognized at a point in time. Our Enabling Technologies products are advanced robotics hardware systems and related technologies that are designed to enhance a surgeon’s capabilities and streamline surgical procedures by making them less invasive, more accurate, and more reproducible to improve patient care. The majority of contracts with our customers for Enabling Technologies products contain multiple performance obligations, including maintenance and support, and revenue is recognized as we fulfill each performance obligation. When contracts have multiple performance obligations, we allocate the contract’s transaction price to each performance obligation using our best estimate of the standalone selling price of each distinct good or service in the contract. Our policy is to classify shipping and handling costs billed to customers as sales and the related expenses as cost of goods sold. Nature of Products and Services A significant portion of our Musculoskeletal Solutions product revenue is generated from consigned inventory maintained at hospitals or with sales representatives. Revenue from the sale of consigned musculoskeletal products is recognized when we transfer control, which generally occurs at the time the product is used or implanted. For all other Musculoskeletal Solutions product transactions, we recognize revenue when we transfer title to the goods, provided there are no remaining performance obligations that can affect the customer’s final acceptance of the sale. Revenue from the sale of Enabling Technologies products is generally recognized when control transfers to the customer which occurs at the time the product is shipped or delivered. Any revenue related to the provision of maintenance and support is recognized as we satisfy the performance obligation. We use an observable price to determine the stand-alone selling price for each separate performance obligation. Contract Balances Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing, or deferred revenue when revenue is recognized subsequent to invoicing. Deferred revenue is comprised mainly of unearned revenue related to the sales of certain Enabling Technologies products, which includes maintenance and support services. Maintenance and support services are generally invoiced annually, at the beginning of each contract period, and revenue is recognized ratably over the maintenance period. For the three and nine months ended September 30, 2021, there was an immaterial amount of revenue recognized from previously deferred revenue. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash The Company considers all short-term, highly liquid investments with original maturities of 90 days or less at acquisition date to be cash equivalents. Cash equivalents, which consist of money market accounts, commercial paper and corporate debt securities are stated at fair value. |
Marketable Securities | Marketable Securities Our marketable securities include municipal bonds, corporate debt securities, commercial paper, asset-backed securities, and securities of government, federal agency, and other sovereign obligations are classified as available-for-sale as of September 30, 2021. S hort-term and long-term marketable securities are recorded at fair value on our condensed consolidated balance sheets. Any changes in the fair value of our available-for-sale securities, that do not result in recognition or reversal of an allowance for credit loss or write-down, are recorded, net of taxes, as a component of accumulated other comprehensive income or loss on our condensed consolidated balance sheets. Premiums and discounts are recognized over the life of the related security as an adjustment to yield using the straight-line method. Realized gains or losses from the sale of marketable securities are determined on a specific identification basis. Realized gains and losses, interest income and the amortization/accretion of premiums/discounts are included in other income/(expense), net, on our condensed consolidated statements of operations and comprehensive income. Interest receivable is recorded in prepaid expenses and other current assets on our condensed consolidated balance sheets. We invest in securities that meet or exceed standards as defined in our investment policy. Our policy also limits the amount of credit exposure to any one issue, issuer or type of security. We review our securities for other-than-temporary impairment at each reporting period. If an unrealized loss for any security is expected, the loss will be recognized on an allowance basis, consistent with ASC 326-30, in our condensed consolidated statement of operations and comprehensive income in the period the determination is made. |
Fair Value Measurements | Fair Value Measurements Assets and Liabilities That Are Measured at Fair Value on a Recurring Basis Fair value is defined as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or the liability in an orderly transaction between market participants on the measurement date. Additionally, a fair value hierarchy was established that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs. The level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Our assets and liabilities measured at fair value on a recurring basis are classified and disclosed in one of the following three categories: Level 1—quoted prices (unadjusted) in active markets for identical assets and liabilities; Level 2—observable inputs other than quoted prices in active markets for identical assets and liabilities; and Level 3—unobservable inputs in which there is little or no market data available, which require the reporting entity to use significant unobservable inputs or valuation techniques. Assets and Liabilities That Are Measured at Fair Value on a Nonrecurring Basis The purchase price of business acquisitions is primarily allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition date, with the excess recorded as goodwill. We utilize Level 3 inputs in the determination of the initial fair value. Contingent consideration represents contingent milestone, performance and revenue-sharing payment obligations related to business acquisitions and is measured at fair value, based on significant inputs that are not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The valuation of contingent consideration uses assumptions we believe would be made by a market participant. We assess these assumptions on an ongoing basis as additional data impacting the assumptions is obtained. The fair value of contingent consideration recorded in business acquisition liabilities on our condensed consolidated balance sheets, and changes in the fair value of contingent consideration are recognized within acquisition related costs in the condensed consolidated statements of operations and comprehensive income. The fair value of contingent restricted stock unit (“RSU”) grants are recorded as additional paid-in capital in the consolidated balance sheet on the day of the grant due to the remote likelihood of forfeiture. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis. The majority of our inventory is finished goods and we utilize both in-house manufacturing and third-party suppliers to produce our products. We periodically evaluate the carrying value of our inventories in relation to estimated forecasts of product demand, which takes into consideration the life cycle of product releases. When quantities on hand exceed estimated sales forecasts, we record a write-down for such excess inventories. Once inventory has been written down, it creates a new cost basis for inventory that is not subsequently written up. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess of purchase price over the fair values of the identifiable assets acquired less the liabilities assumed in the acquisition of a business. Goodwill is tested for impairment at least annually or whenever events or circumstances indicate that a carrying amount may not be recoverable. Goodwill is tested for impairment at the reporting unit level by comparing the reporting unit’s carrying amount to the fair value of the reporting unit. Fair values are estimated using an income and discounted cash flow approach. We perform our annual impairment test of goodwill in the fourth quarter of each year. We consider qualitative indicators of the fair value of a reporting unit when it is unlikely that a reporting unit has impaired goodwill. During the nine months ended September 30, 2021 and 2020, we did no t record any impairment charges related to goodwill. Intangible assets consist of purchased in-process research and development (“IPR&D”), developed technology, supplier network, patents, customer relationships, re-acquired rights, and non-compete agreements. Intangible assets with finite useful lives are amortized over the period of estimated benefit using the straight-line method and estimated useful lives ranging from one to sixteen years. Intangible assets are tested for impairment annually or whenever events or circumstances indicate that a carrying amount of an asset (asset group) may not be recoverable. If an impairment is indicated, we measure the amount of the impairment loss as the amount by which the carrying amount exceeds the fair value of the asset. Fair value is generally determined using a discounted future cash flow analysis. There were no impairments of finite-lived intangible assets during the nine months ended September 30, 2021 or 2020. IPR&D has an indefinite life and is not amortized until completion of the project at which time the IPR&D becomes an amortizable asset. If the related project is not completed in a timely manner, we may have an impairment related to the IPR&D, calculated as the excess of the asset’s carrying value over its fair value. There were no impairments of IPR&D during the nine months ended September 30, 2021 or 2020. |
Stock-Based Compensation | Stock -Based Compensation The cost of employee and non-employee director awards is measured at the grant date fair value of the award and is recognized as expense over the requisite service period, which is generally the vesting period of the equity award. Compensation expense for awards includes the impact of forfeiture in the period when they occur. We estimate the fair value of stock options utilizing the Black-Scholes option-pricing model. Inputs to the Black-Scholes model include our stock price, expected volatility, expected term, risk-free interest rate and expected dividends. Expected volatility is based on the historical volatility of the Company’s common stock over the most recent period commensurate with the estimated expected term of the Company’s stock options offering period which is derived from historical experience. The risk-free interest rate assumption is based on observed interest rates of U.S. Treasury securities appropriate for the expected terms of the stock options. The dividend yield assumption is based on the history and expectation of no dividend payouts. The fair value of restricted stock units is estimated using the closing price of the Company’s common stock on the date of grant. |
Recently Issued Accounting Pronouncements & Recently Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements On March 12, 2020, the FASB issued ASU No. 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. The ASU is effective for all entities as of March 12, 2020, and will apply through December 31, 2022. To date, we have had no impacts on our investment portfolio or our credit agreement with Citizens Bank, N.A. related to reference rate reform. We will continue to evaluate the impact this guidance could have on our condensed consolidated financial statements and related disclosures. (l) Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”) , which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. We adopted ASU 2019-12 on January 1, 2021. This standard did not have a material impact on our financial position, results of operations and disclosures. |
NET SALES (Tables)
NET SALES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
NET SALES [Abstract] | |
Schedule of Net Sales by Product Category | Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Musculoskeletal Solutions $ 209,478 $ 207,063 $ 652,157 $ 533,085 Enabling Technologies 20,243 9,035 55,924 22,512 Total net sales $ 229,721 $ 216,098 $ 708,081 $ 555,597 |
MARKETABLE SECURITIES (Tables)
MARKETABLE SECURITIES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
MARKETABLE SECURITIES [Abstract] | |
Composition of Marketable Securities | The composition of our short-term and long-term marketable securities was as follows: September 30, 2021 (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term: Municipal bonds $ 59,492 $ 205 $ ( 1 ) $ 59,696 Corporate debt securities 87,754 766 — 88,520 Commercial paper 16,990 4 — 16,994 Asset-backed securities 15,880 121 — 16,001 Government, federal agency, and other sovereign obligations 10,106 2 — 10,108 Total short-term marketable securities $ 190,222 $ 1,098 $ ( 1 ) $ 191,319 Long-term: Municipal bonds $ 66,306 $ 139 $ ( 21 ) $ 66,424 Corporate debt securities 224,466 1,063 ( 51 ) 225,478 Asset-backed securities 139,778 276 ( 142 ) 139,912 Total long-term marketable securities $ 430,550 $ 1,478 $ ( 214 ) $ 431,814 December 31, 2020 (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term: Municipal bonds $ 39,684 $ 140 $ — $ 39,824 Corporate debt securities 97,937 817 ( 4 ) 98,750 Commercial paper 25,543 4 — 25,547 Asset-backed securities 15,232 44 — 15,276 Government, federal agency, and other sovereign obligations 7,886 61 — 7,947 Total short-term marketable securities $ 186,282 $ 1,066 $ ( 4 ) $ 187,344 Long-term: Municipal bonds $ 70,176 $ 612 $ — $ 70,788 Corporate debt securities 158,464 3,120 — 161,584 Asset-backed securities 124,406 1,747 ( 3 ) 126,150 Total long-term marketable securities $ 353,046 $ 5,479 $ ( 3 ) $ 358,522 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
Fair Value of Assets and Liabilities Measured on Recurring Basis | (In thousands) Balance at September 30, 2021 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 42,561 $ 38,386 $ 4,175 $ — Municipal bonds 126,120 — 126,120 — Corporate debt securities 313,998 — 313,998 — Commercial paper 16,994 — 16,994 — Asset-backed securities 155,913 — 155,913 — Government, federal agency, and other sovereign obligations 10,108 — 10,108 — Liabilities: Business acquisition liabilities 57,842 — — 57,842 (In thousands) Balance at December 31, 2020 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 56,223 $ 23,628 $ 32,595 $ — Municipal bonds 110,612 — 110,612 — Corporate debt securities 260,334 — 260,334 — Commercial paper 25,547 — 25,547 — Asset-backed securities 141,426 — 141,426 — Government, federal agency, and other sovereign obligations 7,947 — 7,947 — Liabilities: Business acquisition liabilities 37,270 — — 37,270 |
Significant Unobservable Inputs in Valuation Techniques | Unobservable input Range Weighted Average* Revenue risk premium 2.5 % - 4.9 % 3.1 % Revenue volatility 14.0 % - 15.8 % 14.6 % Discount rate 1.0 % - 8.5 % 3.3 % Projected year of payment 2021 - 2031 * The weighted average rates were calculated based on the relative fair value of each business acquisition liability. |
Changes in Carrying Value of Business Acquisition Liabilities | Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Fair value measurement at beginning of period $ 47,995 $ 4,216 $ 37,270 $ 9,549 Purchase price contingent consideration 12,628 — 12,628 — Contingent cash payments ( 1,613 ) ( 175 ) ( 4,628 ) ( 1,028 ) Contingent RSU grants ( 1,311 ) — ( 1,671 ) — Changes in fair value of business acquisition liabilities 208 507 14,336 970 Contractual payable reclassification ( 65 ) — ( 93 ) ( 4,943 ) Fair value measurement at September 30, 2021 and 2020, respectively $ 57,842 $ 4,548 $ 57,842 $ 4,548 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
INVENTORIES [Abstract] | |
Schedule of Inventory | September 30, December 31, (In thousands) 2021 2020 Raw materials $ 44,038 $ 39,646 Work in process 18,274 16,446 Finished goods 172,056 173,061 Total inventories $ 234,368 $ 229,153 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
PROPERTY AND EQUIPMENT [Abstract] | |
Schedule of Property and Equipment | Useful September 30, December 31, (In thousands) Life 2021 2020 Land — $ 8,308 $ 8,322 Buildings and improvements 31.5 44,497 33,825 Equipment 5 - 15 112,776 102,553 Instruments 5 285,730 278,930 Modules and cases 5 43,422 41,919 Other property and equipment 3 - 5 22,095 27,781 516,828 493,330 Less: accumulated depreciation ( 301,163 ) ( 276,451 ) Total $ 215,665 $ 216,879 |
Schedule of Depreciation Related to Property and Equipment | Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Depreciation $ 12,178 $ 12,148 $ 39,068 $ 33,925 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | |
Summary of Goodwill | (In thousands) December 31, 2019 $ 128,775 Additions and adjustments 26,043 Foreign exchange 1,898 December 31, 2020 156,716 Foreign exchange ( 1,115 ) Additions and adjustments 10,977 September 30, 2021 $ 166,578 |
Summary of Intangible Assets | September 30, 2021 (In thousands) Weighted Average Amortization Period (in years) Gross Carrying Amount Accumulated Amortization Intangible Assets, net Supplier network 10.0 $ 4,000 $ ( 2,767 ) $ 1,233 Customer relationships & other intangibles 6.5 57,090 ( 36,724 ) 20,366 Developed technology 8.0 71,815 ( 26,152 ) 45,663 Patents 16.1 8,910 ( 3,077 ) 5,833 Total intangible assets $ 141,815 $ ( 68,720 ) $ 73,095 December 31, 2020 (In thousands) Weighted Average Amortization Period (in years) Gross Carrying Amount Accumulated Amortization Intangible Assets, net Supplier network 10.0 $ 4,000 $ ( 2,467 ) $ 1,533 Customer relationships & other intangibles 6.5 57,704 ( 32,056 ) 25,648 Developed technology 8.0 72,644 ( 19,295 ) 53,349 Patents 16.1 9,082 ( 2,663 ) 6,419 Total intangible assets $ 143,430 $ ( 56,481 ) $ 86,949 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | (In thousands) Annual Amortization Remaining 2021 $ 4,602 2022 18,260 2023 16,157 2024 13,162 2025 8,876 Thereafter 12,038 Total $ 73,095 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
ACCRUED EXPENSES [Abstract] | |
Schedule of Accrued Expenses | Accrued expense included the following: September 30, December 31, (In thousands) 2021 2020 Compensation and other employee-related costs $ 48,672 $ 44,948 Legal and other settlements and expenses 604 650 Accrued non-income taxes 5,659 4,952 Royalties 3,821 3,720 Rebates & Fees 7,759 8,011 Other 14,965 16,053 Total accrued expenses $ 81,480 $ 78,334 |
EQUITY (Tables)
EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
EQUITY [Abstract] | |
Schedule of Shares Repurchased | (In thousands except for per share prices) Period Total number of shares repurchased Average Price Paid per Share Dollar amount of shares repurchased (1) Approximate dollar value of shares that may yet be purchased under the plan January 1, 2020 - March 31, 2020 1,920 $ 38.49 $ 73,902 $ 126,098 April 1, 2020 - June 30, 2020 771 39.95 30,804 95,294 July 1, 2020 - September 30,2020 — — — 95,294 October 1, 2020 - December 31, 2020 — — — 95,294 January 1, 2021 - March 31, 2021 — — — 95,294 April 1, 2021 - June 30, 2021 — — — 95,294 July 1, 2021 - September 30, 2021 — — — $ 95,294 January 1, 2020 - September 30, 2021 2,691 $ 38.91 $ 104,706 (1) Inclusive of an immaterial amount of commission fees |
Accumulated Other Comprehensive Income (Loss) | (In thousands) Unrealized gain/(loss) on marketable securities, net of tax Foreign currency translation adjustments Accumulated other comprehensive income/(loss) Accumulated other comprehensive income/(loss), net of tax, at December 31, 2020 $ 5,001 $ ( 1,046 ) $ 3,955 Other comprehensive income/(loss) before reclassifications ( 4,179 ) ( 3,578 ) ( 7,757 ) Amounts reclassified from accumulated other comprehensive income/(loss), net of tax 748 — 748 Other comprehensive income/(loss), net of tax ( 3,431 ) ( 3,578 ) ( 7,009 ) Accumulated other comprehensive income/(loss), net of tax, at September 30, 2021 $ 1,570 $ ( 4,624 ) $ ( 3,054 ) (In thousands) Unrealized gain/(loss) on marketable securities, net of tax Foreign currency translation adjustments Accumulated other comprehensive income/(loss) Accumulated other comprehensive income/(loss), net of tax, at December 31, 2019 $ 3,599 $ ( 6,497 ) $ ( 2,898 ) Other comprehensive income/(loss) before reclassifications 3,001 2,820 5,821 Amounts reclassified from accumulated other comprehensive income/(loss), net of tax ( 716 ) — ( 716 ) Other comprehensive income/(loss), net of tax 2,285 2,820 5,105 Accumulated other comprehensive income/(loss), net of tax, at September 30, 2020 $ 5,884 $ ( 3,677 ) $ 2,207 |
Schedule of Computation of Basic and Diluted Earnings | Three Months Ended Nine Months Ended September 30, September 30, (In thousands, except per share amounts) 2021 2020 2021 2020 Numerator: Net income/(loss) $ 47,211 $ 44,216 $ 134,085 $ 49,328 Denominator for basic and diluted net income per share: Weighted average shares outstanding for basic 101,104 98,217 100,477 98,453 Dilutive stock options and RSUs 3,314 2,268 2,953 2,370 Weighted average shares outstanding for diluted 104,418 100,485 103,430 100,823 Earnings per share: Basic $ 0.47 $ 0.45 $ 1.33 $ 0.50 Diluted $ 0.45 $ 0.44 $ 1.30 $ 0.49 Anti-dilutive stock options and RSUs excluded from the calculation 1,748 5,101 2,164 6,130 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
STOCK-BASED COMPENSATION [Abstract] | |
Summary of Stock Option Activity | Option Shares (thousands) Weighted average exercise price Weighted average remaining contractual life (years) Aggregate intrinsic value (thousands) Outstanding at December 31, 2020 9,746 $ 41.33 Granted 1,925 67.68 Exercised ( 1,746 ) 34.38 Forfeited ( 521 ) 51.64 Outstanding at September 30, 2021 9,404 $ 47.44 7.2 $ 275,662 Exercisable at September 30, 2021 4,439 $ 38.61 6.0 $ 168,709 Expected to vest at September 30, 2021 4,965 $ 55.34 8.2 $ 106,953 |
Fair Value of Options Using Black Scholes Option Pricing Model | Nine Months Ended September 30, 2021 2020 Risk-free interest rate 0.40 % - 0.84 % 0.23 % - 1.67 % Expected term (years) 4.8 4.9 Expected volatility 33.0 % - 34.0 % 28.0 % - 37.0 % Expected dividend yield —% —% |
Summary of Restricted Stock Unit Activity | Restricted Stock Units (thousands) Weighted average grant date fair value per share Weighted average remaining contractual life (years) Outstanding at December 31, 2020 3 $ 58.69 Granted 23 74.87 Vested — — Forfeited — — Outstanding at September 30, 2021 26 $ 72.81 9.0 |
Stock-based Compensation Schedule | Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Stock-based compensation expense $ 7,451 $ 7,020 $ 22,781 $ 21,138 Net stock-based compensation capitalized into inventory 170 ( 13 ) 511 197 Total stock-based compensation cost $ 7,621 $ 7,007 $ 23,292 $ 21,335 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
INCOME TAXES [Abstract] | |
Reconciliation of Statutory U.S. Federal Tax Rate to Effective Rate | Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Effective income tax rate 13.3 % 16.8 % 16.5 % 22.5 % |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
LEASES [Abstract] | |
Schedule of Supplemental Balance Sheet Information Related to Leases | September 30, December 31, (In thousands, except weighted average lease term and discount rate) 2021 2020 Operating lease right of use asset $ 5,393 $ 4,741 Lease liability - current 2,128 1,865 Lease liability - long-term 3,297 2,936 Total operating lease liability $ 5,425 $ 4,801 Supplemental non-cash information: Weighted-average remaining lease term (years) - operating leases 3.1 2.9 Weighted-average discount rate - operating leases 3.3 % 3.0 % |
Operating Lease Expense Recognized | Three months ended Nine months ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Operating lease expense $ 783 $ 904 $ 2,461 $ 2,652 |
Future Minimum Lease Payments | (In thousands) Operating Leases Remaining 2021 $ 607 2022 2,169 2023 1,452 2024 987 2025 396 Thereafter 153 Total undiscounted operating lease payments $ 5,764 Less: imputed interest 339 Total operating lease liability $ 5,425 |
SEGMENT AND GEOGRAPHIC INFORM_2
SEGMENT AND GEOGRAPHIC INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
SEGMENT AND GEOGRAPHIC INFORMATION [Abstract] | |
Schedule of Total Sales by Geographical Area | Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 United States $ 198,172 $ 182,104 $ 606,608 $ 465,705 International 31,549 33,994 101,473 89,892 Total net sales $ 229,721 $ 216,098 $ 708,081 $ 555,597 |
BACKGROUND (Narrative) (Details
BACKGROUND (Narrative) (Details) | Sep. 30, 2021item |
Minimum [Member] | |
Number of products launched | 220 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ||
Goodwill impairment | $ 0 | $ 0 |
Impairment of finite-lived intangible assets | 0 | 0 |
Impairment of intangible assets | $ 0 | $ 0 |
ASSET ACQUISITIONS AND BUSINE_2
ASSET ACQUISITIONS AND BUSINESS COMBINATIONS (Narrative) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2021USD ($)item | Dec. 31, 2020USD ($)item | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2019USD ($) | |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 166,578 | $ 156,716 | $ 128,775 | ||||
Acquired in-process research and development | $ 24,418 | ||||||
Synoste Acquisition [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 25,300 | ||||||
Payments to Acquire Businesses, Gross | $ 22,800 | ||||||
Business Acquisitions, Contractual Holdback Obligation Payable Period | 18 months | ||||||
Acquired in-process research and development | $ 24,400 | ||||||
Liabilities incurred from acquisition | 2,500 | ||||||
Synoste Acquisition [Member] | Third Anniversary [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Contingent consideration liability | 8,000 | ||||||
Synoste Acquisition [Member] | Fourth Anniversary [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Contingent consideration liability | $ 4,000 | ||||||
StelKast Acquisition [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Inventory acquired | $ 15,300 | ||||||
Property, plant and equipment acquired | 4,200 | ||||||
Intangible assets acquired | 3,900 | ||||||
Payments to Acquire Businesses, Gross | 23,800 | ||||||
Goodwill, Acquired During Period | 4,700 | ||||||
Business combination, consideration transferred | 28,100 | ||||||
Contingent consideration liability | $ 4,300 | ||||||
Contingent consideration payment | $ 5,000 | ||||||
Two Acquisitions [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Number of acquisitions | item | 2 | 2 | |||||
Business combination, performance obligation period | 10 years | 10 years | |||||
Intangible assets acquired | $ 1,600 | $ 8,800 | |||||
Weighted average amortization period | 3 years 9 months 18 days | 4 years 2 months 12 days | |||||
Business combination, consideration transferred | $ 12,600 | $ 1,500 | |||||
Contingent consideration liability | 33,200 | ||||||
Goodwill | $ 11,000 | 26,200 | |||||
Liabilities incurred from acquisition | $ 300 |
NET SALES (Schedule of Net Sale
NET SALES (Schedule of Net Sales by Product Category) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 229,721 | $ 216,098 | $ 708,081 | $ 555,597 |
Musculoskeletal Solutions [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 209,478 | 207,063 | 652,157 | 533,085 |
Enabling Technologies [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 20,243 | $ 9,035 | $ 55,924 | $ 22,512 |
MARKETABLE SECURITIES (Narrativ
MARKETABLE SECURITIES (Narrative) (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Debt Securities, Available-for-sale [Line Items] | ||
Payable to brokers | $ 9.3 | |
Short-term Investments [Member] | Maximum [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Contractual Maturity | 1 year | 1 year |
Long-term Investments [Member] | Minimum [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Contractual Maturity | 1 year | 1 year |
Long-term Investments [Member] | Maximum [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Contractual Maturity | 3 years | 3 years |
MARKETABLE SECURITIES (Composit
MARKETABLE SECURITIES (Composition of Marketable Securities) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Short-term Investments [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 190,222 | $ 186,282 |
Gross Unrealized Gains | 1,098 | 1,066 |
Gross Unrealized Losses | (1) | (4) |
Fair Value | 191,319 | 187,344 |
Short-term Investments [Member] | Municipal Bonds [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 59,492 | 39,684 |
Gross Unrealized Gains | 205 | 140 |
Gross Unrealized Losses | (1) | |
Fair Value | 59,696 | 39,824 |
Short-term Investments [Member] | Corporate Debt Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 87,754 | 97,937 |
Gross Unrealized Gains | 766 | 817 |
Gross Unrealized Losses | (4) | |
Fair Value | 88,520 | 98,750 |
Short-term Investments [Member] | Commercial Paper [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 16,990 | 25,543 |
Gross Unrealized Gains | 4 | 4 |
Fair Value | 16,994 | 25,547 |
Short-term Investments [Member] | Asset-backed Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 15,880 | 15,232 |
Gross Unrealized Gains | 121 | 44 |
Fair Value | 16,001 | 15,276 |
Short-term Investments [Member] | Government, Federal Agency, And Other Sovereign Obligations [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 10,106 | 7,886 |
Gross Unrealized Gains | 2 | 61 |
Fair Value | 10,108 | 7,947 |
Long-term Investments [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 430,550 | 353,046 |
Gross Unrealized Gains | 1,478 | 5,479 |
Gross Unrealized Losses | (214) | (3) |
Fair Value | 431,814 | 358,522 |
Long-term Investments [Member] | Municipal Bonds [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 66,306 | 70,176 |
Gross Unrealized Gains | 139 | 612 |
Gross Unrealized Losses | (21) | |
Fair Value | 66,424 | 70,788 |
Long-term Investments [Member] | Corporate Debt Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 224,466 | 158,464 |
Gross Unrealized Gains | 1,063 | 3,120 |
Gross Unrealized Losses | (51) | |
Fair Value | 225,478 | 161,584 |
Long-term Investments [Member] | Asset-backed Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 139,778 | 124,406 |
Gross Unrealized Gains | 276 | 1,747 |
Gross Unrealized Losses | (142) | (3) |
Fair Value | $ 139,912 | $ 126,150 |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value of Assets and Liabilities Measured on Recurring Basis) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Business acquisition liabilities | $ 57,842 | $ 47,995 | $ 37,270 | $ 4,548 | $ 4,216 | $ 9,549 |
Fair Value, Measurements, Recurring [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash equivalents | 42,561 | 56,223 | ||||
Business acquisition liabilities | 57,842 | 37,270 | ||||
Fair Value, Measurements, Recurring [Member] | Municipal Bonds [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 126,120 | 110,612 | ||||
Fair Value, Measurements, Recurring [Member] | Corporate Debt Securities [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 313,998 | 260,334 | ||||
Fair Value, Measurements, Recurring [Member] | Commercial Paper [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 16,994 | 25,547 | ||||
Fair Value, Measurements, Recurring [Member] | Asset-backed Securities [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 155,913 | 141,426 | ||||
Fair Value, Measurements, Recurring [Member] | Government, Federal Agency, And Other Sovereign Obligations [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 10,108 | 7,947 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash equivalents | 38,386 | 23,628 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash equivalents | 4,175 | 32,595 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Municipal Bonds [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 126,120 | 110,612 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 313,998 | 260,334 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Commercial Paper [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 16,994 | 25,547 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Asset-backed Securities [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 155,913 | 141,426 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Government, Federal Agency, And Other Sovereign Obligations [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Securities | 10,108 | 7,947 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Business acquisition liabilities | $ 57,842 | $ 37,270 |
FAIR VALUE MEASUREMENTS (Signif
FAIR VALUE MEASUREMENTS (Significant Unobservable Inputs in Valuation Techniques) (Details) - Fair Value, Inputs, Level 3 [Member] | 9 Months Ended | |
Sep. 30, 2021 | ||
Maximum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Projected year of payment | 2031 | |
Minimum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Projected year of payment | 2021 | |
Revenue Risk Premium [Member] | Maximum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business acquisition liabilities, measurement input | 4.9 | |
Revenue Risk Premium [Member] | Minimum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business acquisition liabilities, measurement input | 2.5 | |
Revenue Risk Premium [Member] | Weighted Average [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business acquisition liabilities, measurement input | 3.1 | [1] |
Revenue Volatility [Member] | Maximum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business acquisition liabilities, measurement input | 15.8 | |
Revenue Volatility [Member] | Minimum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business acquisition liabilities, measurement input | 14 | |
Revenue Volatility [Member] | Weighted Average [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business acquisition liabilities, measurement input | 14.6 | [1] |
Discount Rate [Member] | Maximum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business acquisition liabilities, measurement input | 8.5 | |
Discount Rate [Member] | Minimum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business acquisition liabilities, measurement input | 1 | |
Discount Rate [Member] | Weighted Average [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business acquisition liabilities, measurement input | 3.3 | [1] |
[1] | The weighted average rates were calculated based on the relative fair value of each business acquisition liability. |
FAIR VALUE MEASUREMENTS (Change
FAIR VALUE MEASUREMENTS (Changes in Carrying Value of Business Acquisition Liabilities) (Details) - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value measurement, beginning balance | $ 47,995 | $ 4,216 | $ 37,270 | $ 9,549 |
Purchase price contingent consideration | 12,628 | 12,628 | ||
Contingent cash payments | (1,613) | (175) | (4,628) | (1,028) |
Contingent RSU grants | (1,311) | (1,671) | ||
Changes in fair value of business acquisition liabilities | 208 | 507 | 14,336 | 970 |
Contractual payable reclassification | 65 | 93 | 4,943 | |
Fair value measurement, ending balance | $ 57,842 | $ 4,548 | $ 57,842 | $ 4,548 |
INVENTORIES (Narrative) (Detail
INVENTORIES (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
INVENTORIES [Abstract] | ||||
Net adjustment to cost of sales related to excess and obsolete inventory | $ 0.6 | $ 5.2 | $ 5.6 | $ 12.4 |
Excess and obsolete related provisions | 3.8 | 7.9 | 15.2 | 18.9 |
Inventory sales and disposals related provisions | $ 3.2 | $ 2.7 | $ 9.6 | $ 6.5 |
INVENTORIES (Schedule of Invent
INVENTORIES (Schedule of Inventory) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
INVENTORIES [Abstract] | ||
Raw materials | $ 44,038 | $ 39,646 |
Work in process | 18,274 | 16,446 |
Finished goods | 172,056 | 173,061 |
Total inventories | $ 234,368 | $ 229,153 |
PROPERTY AND EQUIPMENT (Schedul
PROPERTY AND EQUIPMENT (Schedule of Property and Equipment) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 516,828 | $ 493,330 |
Less: accumulated depreciation | (301,163) | (276,451) |
Total | 215,665 | 216,879 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 8,308 | 8,322 |
Building and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 44,497 | 33,825 |
Useful Life | 31 years 6 months | |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 112,776 | 102,553 |
Instruments [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 285,730 | 278,930 |
Useful Life | 5 years | |
Modules and cases [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 43,422 | 41,919 |
Useful Life | 5 years | |
Other Property and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 22,095 | $ 27,781 |
Maximum [Member] | Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life | 15 years | |
Maximum [Member] | Other Property and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life | 5 years | |
Minimum [Member] | Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life | 5 years | |
Minimum [Member] | Other Property and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life | 3 years |
PROPERTY AND EQUIPMENT (Sched_2
PROPERTY AND EQUIPMENT (Schedule of Depreciation Related to Property and Equipment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
PROPERTY AND EQUIPMENT [Abstract] | ||||
Depreciation | $ 12,178 | $ 12,148 | $ 39,068 | $ 33,925 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS (Summary of Goodwill) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | ||
Goodwill, Beginning Balance | $ 156,716 | $ 128,775 |
Additions and adjustments | 10,977 | 26,043 |
Foreign exchange | (1,115) | 1,898 |
Goodwill, Ending Balance | $ 166,578 | $ 156,716 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS (Summary of Intangible Assets) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 141,815 | $ 143,430 |
Accumulated amortization | (68,720) | (56,481) |
Intangible Assets, net | $ 73,095 | $ 86,949 |
Supplier Network [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 10 years | 10 years |
Gross Carrying Amount | $ 4,000 | $ 4,000 |
Accumulated amortization | (2,767) | (2,467) |
Intangible Assets, net | $ 1,233 | $ 1,533 |
Customer Relationships & Other Intangibles [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 6 years 6 months | 6 years 6 months |
Gross Carrying Amount | $ 57,090 | $ 57,704 |
Accumulated amortization | (36,724) | (32,056) |
Intangible Assets, net | $ 20,366 | $ 25,648 |
Developed Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 8 years | 8 years |
Gross Carrying Amount | $ 71,815 | $ 72,644 |
Accumulated amortization | (26,152) | (19,295) |
Intangible Assets, net | $ 45,663 | $ 53,349 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 16 years 1 month 6 days | 16 years 1 month 6 days |
Gross Carrying Amount | $ 8,910 | $ 9,082 |
Accumulated amortization | (3,077) | (2,663) |
Intangible Assets, net | $ 5,833 | $ 6,419 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS (Schedule of Finite-Lived Intangible Assets, Future Amortization Expense) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | ||
Remaining 2021 | $ 4,602 | |
2022 | 18,260 | |
2023 | 16,157 | |
2024 | 13,162 | |
2025 | 8,876 | |
Thereafter | 12,038 | |
Intangible Assets, net | $ 73,095 | $ 86,949 |
ACCRUED EXPENSES (Schedule of A
ACCRUED EXPENSES (Schedule of Accrued Expenses) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
ACCRUED EXPENSES [Abstract] | ||
Compensation and other employee-related costs | $ 48,672 | $ 44,948 |
Legal and other settlements and expenses | 604 | 650 |
Accrued non-income taxes | 5,659 | 4,952 |
Royalties | 3,821 | 3,720 |
Rebates & Fees | 7,759 | 8,011 |
Other | 14,965 | 16,053 |
Total accrued expenses | $ 81,480 | $ 78,334 |
DEBT (Narrative) (Details)
DEBT (Narrative) (Details) - USD ($) | Aug. 06, 2020 | Sep. 30, 2021 |
Citizens Bank [Member] | ||
Debt Instrument [Line Items] | ||
Credit facility, maximum borrowing capacity | $ 125,000,000 | |
Line of credit facility, expiration date | Aug. 3, 2022 | |
Line of credit, borrowed amount | $ 0 | |
Federal Funds Effective Rate [Member] | ||
Debt Instrument [Line Items] | ||
Credit facility, basis spread on variable rate | 0.50% | |
LIBOR [Member] | Citizens Bank [Member] | ||
Debt Instrument [Line Items] | ||
Credit facility, basis spread on variable rate | 1.00% | |
Letter of Credit [Member] | Citizens Bank [Member] | ||
Debt Instrument [Line Items] | ||
Credit facility, maximum borrowing capacity | $ 25,000,000 |
EQUITY (Narrative) (Details)
EQUITY (Narrative) (Details) $ in Thousands | 9 Months Ended | |||||||
Sep. 30, 2021USD ($)itemitem / sharesshares | Jun. 30, 2021USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($)shares | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Mar. 11, 2020USD ($) | |
Class of Stock [Line Items] | ||||||||
Stock repurchase plan, authorized amount | $ | $ 200,000 | |||||||
Stock repurchase plan, remaining authorized amount | $ | $ 95,294 | $ 95,294 | $ 95,294 | $ 95,294 | $ 95,294 | $ 95,294 | $ 126,098 | |
Common stock, shares authorized | 775,000,000 | |||||||
Common Class A [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock, shares authorized | 500,000,000 | 500,000,000 | ||||||
Number of votes per share | item / shares | 1 | |||||||
Common Class A And B [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Number of votes per share | item | 1 | |||||||
Common Class B [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock, shares authorized | 275,000,000 | 275,000,000 | ||||||
Number of votes per share | item / shares | 10 | |||||||
Conversion of stock shares converted ratio | 1 |
EQUITY (Schedule of Shares Repu
EQUITY (Schedule of Shares Repurchased) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 21 Months Ended | ||||||
Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | ||
EQUITY [Abstract] | ||||||||
Total number of shares repurchased | 771 | 1,920 | 2,691 | |||||
Average Price Paid per Share | $ 39.95 | $ 38.49 | $ 38.91 | |||||
Dollar amount of shares repurchased | [1] | $ 30,804 | $ 73,902 | $ 104,706 | ||||
Approximate dollar value of shares that may yet be purchased under the plan | $ 95,294 | $ 126,098 | $ 95,294 | $ 95,294 | $ 95,294 | $ 95,294 | $ 95,294 | |
[1] | Inclusive of an immaterial amount of commission fees |
EQUITY (Accumulated Other Compr
EQUITY (Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total equity, beginning of period | $ 1,639,273 | $ 1,336,915 | $ 1,506,297 | $ 1,402,452 |
Total other comprehensive income/(loss) | (1,482) | 909 | (7,009) | 5,105 |
Total equity, end of period | 1,718,269 | 1,417,204 | 1,718,269 | 1,417,204 |
Accumulated Other Comprehensive Income/(Loss) [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total equity, beginning of period | (1,572) | 1,298 | 3,955 | (2,898) |
Other comprehensive income/(loss) before reclassifications | (7,757) | 5,821 | ||
Amounts reclassified from accumulated other comprehensive income/(loss), net of tax | 748 | (716) | ||
Total other comprehensive income/(loss) | (7,009) | 5,105 | ||
Total equity, end of period | (3,054) | 2,207 | (3,054) | 2,207 |
Unrealized Gain/(Loss) On Marketable Securities, Net Of Tax [Member] | Accumulated Other Comprehensive Income/(Loss) [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total equity, beginning of period | 5,001 | 3,599 | ||
Other comprehensive income/(loss) before reclassifications | (4,179) | 3,001 | ||
Amounts reclassified from accumulated other comprehensive income/(loss), net of tax | 748 | (716) | ||
Total other comprehensive income/(loss) | (3,431) | 2,285 | ||
Total equity, end of period | 1,570 | 5,884 | 1,570 | 5,884 |
Foreign Currency Translation Adjustments [Member] | Accumulated Other Comprehensive Income/(Loss) [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total equity, beginning of period | (1,046) | (6,497) | ||
Other comprehensive income/(loss) before reclassifications | (3,578) | 2,820 | ||
Total other comprehensive income/(loss) | (3,578) | 2,820 | ||
Total equity, end of period | $ (4,624) | $ (3,677) | $ (4,624) | $ (3,677) |
EQUITY (Schedule Of Computation
EQUITY (Schedule Of Computation of Basic and Diluted Earnings) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
EQUITY [Abstract] | ||||
Net income/(loss) | $ 47,211 | $ 44,216 | $ 134,085 | $ 49,328 |
Weighted average shares outstanding for basic | 101,104 | 98,217 | 100,477 | 98,453 |
Dilutive stock options and RSUs | 3,314 | 2,268 | 2,953 | 2,370 |
Weighted average shares outstanding for diluted | 104,418 | 100,485 | 103,430 | 100,823 |
Basic | $ 0.47 | $ 0.45 | $ 1.33 | $ 0.50 |
Diluted | $ 0.45 | $ 0.44 | $ 1.30 | $ 0.49 |
Anti-dilutive stock options and RSUs excluded from the calculation | 1,748 | 5,101 | 2,164 | 6,130 |
STOCK-BASED COMPENSATION (Narra
STOCK-BASED COMPENSATION (Narrative) (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021USD ($)ShareBasedCompensationPlan$ / sharesshares | Sep. 30, 2020USD ($)$ / shares | Sep. 30, 2021USD ($)ShareBasedCompensationPlan$ / sharesshares | Sep. 30, 2020USD ($)$ / shares | Mar. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of stock plans | ShareBasedCompensationPlan | 3 | 3 | |||
Intrinsic value of stock options exercised | $ | $ 33.8 | $ 23.3 | $ 68.9 | $ 39.4 | |
Weighted average grant date fair value per share | $ / shares | $ 24.11 | $ 16.98 | $ 20.19 | $ 14.54 | |
Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 4 years | ||||
Unrecognized compensation expense, unvested stock options | $ | $ 66.1 | $ 66.1 | |||
Weighted average period of recognition, unvested stock options | 3 years | ||||
Maximum contractual term | 10 years | ||||
2012 Equity Incentive Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Base number of shares that may be issuable under stock plan | 3,076,923 | 3,076,923 | |||
2012 Equity Incentive Plan [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Class A number of shares available for grant under the 2012 Equity Incentive Plan | 10,769,230 | 10,769,230 | |||
Annual percentage limit for incremental shares that may be issued | 3.00% | ||||
2021 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 2,000,000 | 2,000,000 | |||
2021 Plan [Member] | Common Class A [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares reserved | 2,845,575 | 2,845,575 | |||
Class A number of shares available for grant under the 2012 Equity Incentive Plan | 2,684,008 | 2,684,008 |
STOCK-BASED COMPENSATION (Summa
STOCK-BASED COMPENSATION (Summary of Stock Option Activity) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Option shares outstanding beginning balance | 9,746 |
Option shares granted | 1,925 |
Option shares exercised | (1,746) |
Option shares forfeited | (521) |
Option shares outstanding ending balance | 9,404 |
Option shares exercisable | 4,439 |
Option shares expected to vest | 4,965 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | |
Weighted average exercise price per share outstanding beginning balance | $ 41.33 |
Weighted average exercise price per share granted | 67.68 |
Weighted average exercise price per share exercised | 34.38 |
Weighted average exercise price per share forfeited | 51.64 |
Weighted average exercise price per share outstanding ending balance | 47.44 |
Weighted average exercise price per share exercisable | 38.61 |
Weighted average exercise price per share expected to vest | $ 55.34 |
Weighted average remaining contractual life outstanding | 7 years 2 months 12 days |
Weighted average remaining contractual life exercisable | 6 years |
Weighted average remaining contractual life expected to vest | 8 years 2 months 12 days |
Aggregate intrinsic value outstanding | $ 275,662 |
Aggregate intrinsic value exercisable | 168,709 |
Aggregate intrinsic value expected to vest | $ 106,953 |
STOCK-BASED COMPENSATION (Fair
STOCK-BASED COMPENSATION (Fair Value of Options Using Black Scholes Option Pricing Model) (Details) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
STOCK-BASED COMPENSATION [Abstract] | ||
Risk-free interest rate, minimum | 0.40% | 0.23% |
Risk-free interest rate, maximum | 0.84% | 1.67% |
Expected term (years) | 4 years 9 months 18 days | 4 years 10 months 24 days |
Expected volatility, minimum | 33.00% | 28.00% |
Expected volatility, maximum | 34.00% | 37.00% |
Expected dividend yield |
STOCK-BASED COMPENSATION (Sum_2
STOCK-BASED COMPENSATION (Summary of Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSUs) [Member] shares in Thousands | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding, Beginning Balance | shares | 3 |
Granted | shares | 23 |
Outstanding, Ending Balance | shares | 26 |
Weighted average grant date fair value per share, Beginning Balance | $ / shares | $ 58.69 |
Weighted average grant date fair value per share, Granted | $ / shares | 74.87 |
Weighted average grant date fair value per share, Ending Balance | $ / shares | $ 72.81 |
Weighted average remaining contractual life (years) | 9 years |
STOCK-BASED COMPENSATION (Stock
STOCK-BASED COMPENSATION (Stock-based Compensation Schedule) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
STOCK-BASED COMPENSATION [Abstract] | ||||
Stock-based compensation expense | $ 7,451 | $ 7,020 | $ 22,781 | $ 21,138 |
Net stock-based compensation capitalized into inventory | 170 | (13) | 511 | 197 |
Total stock-based compensation cost | $ 7,621 | $ 7,007 | $ 23,292 | $ 21,335 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
INCOME TAXES [Abstract] | |
Acquired in-process research and development | $ 24,418 |
INCOME TAXES (Reconciliation of
INCOME TAXES (Reconciliation of Statutory U.S. Federal Tax Rate to Effective Rate) (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
INCOME TAXES [Abstract] | ||||
Effective income tax rate | 13.30% | 16.80% | 16.50% | 22.50% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) | Sep. 30, 2021USD ($) |
Moskowitz Family LLC Litigation [Member] | |
Estimated Litigation Liability | $ 0 |
LEASES (Narrative) (Details)
LEASES (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2021 | |
Maximum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lease term | 14 years |
Lease term that are not recognized as right of use assets or lease liabilities | 12 months |
Minimum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lease term | 1 year |
LEASES (Schedule of Supplementa
LEASES (Schedule of Supplemental Balance Sheet Information Related to Leases) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
LEASES [Abstract] | ||
Operating lease right of use asset | $ 5,393 | $ 4,741 |
Lease liability - current | 2,128 | 1,865 |
Lease liability - long-term | 3,297 | 2,936 |
Total operating lease liability | $ 5,425 | $ 4,801 |
Weighted-average remaining lease term (years) - operating leases | 3 years 1 month 6 days | 2 years 10 months 24 days |
Weighted-average discount rate - operating leases | 3.30% | 3.00% |
LEASES (Operating Lease Expense
LEASES (Operating Lease Expense Recognized) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
LEASES [Abstract] | ||||
Operating lease expense | $ 783 | $ 904 | $ 2,461 | $ 2,652 |
LEASES (Future Minimum Lease Pa
LEASES (Future Minimum Lease Payments) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
LEASES [Abstract] | ||
Remaining 2021 | $ 607 | |
2022 | 2,169 | |
2023 | 1,452 | |
2024 | 987 | |
2025 | 396 | |
Thereafter | 153 | |
Total undiscounted operating lease payments | 5,764 | |
Less : imputed interest | 339 | |
Total operating lease liability | $ 5,425 | $ 4,801 |
SEGMENT AND GEOGRAPHIC INFORM_3
SEGMENT AND GEOGRAPHIC INFORMATION (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2021segment | |
SEGMENT AND GEOGRAPHIC INFORMATION [Abstract] | |
Number of operating segments | 1 |
SEGMENT AND GEOGRAPHIC INFORM_4
SEGMENT AND GEOGRAPHIC INFORMATION (Schedule of Total Sales by Geographical Area) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | $ 229,721 | $ 216,098 | $ 708,081 | $ 555,597 |
United States [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | 198,172 | 182,104 | 606,608 | 465,705 |
International [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | $ 31,549 | $ 33,994 | $ 101,473 | $ 89,892 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) - Subsequent Event [Member] - Capstone Surgical Technologies, LLC [Member] $ in Millions | Nov. 04, 2021USD ($) |
Subsequent Event [Line Items] | |
Purchase price, initial cash payment | $ 25 |
Maximum [Member] | |
Subsequent Event [Line Items] | |
Contingent consideration liability | $ 25 |